My Little Mystery Dungeon
by Delusional Potato
Summary: When timid Vinyl Scratch finds an amnesiac Octavia washed up on the beach, the two are suddenly plunged into an adventure of a lifetime. Based off of the Pokemon Mystery Dungeon storyline. K plus for mild violence.
1. Prologue: Confrontation

**Hello readers. I'm new to fanfiction, and this is my first one, based off of the storyline of Pokémon Mystery Dungeon. Not all of it is completely the same, but it basically follows the same plot with Vinyl Scratch and Octavia as the main characters. Please enjoy and review. I will be very encouraged to write more if you do so. Thank you.**

* * *

Darkness. That's all there was.

No light shined through the black, not even the moon. The plants had died long ago, due to no sunlight. Black voids cut into the ground like mouths waiting to swallow up whoever had the misfortune to fall into it. The land was gray, gloomy, dark, cold and unforgiving.

Except, there was a little color among the land.

Two brown spots, running along the side of a bottomless chasm. They were apparently chasing something in front of them.

The first one was a stallion, with cuts and scars on his face. His fur was brown, as well as his messy mane. He had blue eyes, filled with determination. His flank was marked with a golden hourglass, and his only attire was a torn green tie. Beside him was a mare of the same color. Her matted mane was a darker brown, and her purple eyes shared the same determination as her friend. She had a mark of a fancy music note on her flank, and was wearing a pink bowtie. She was carrying a brown satchel, decorated with a horseshoe with wings.

The two ponies were chasing something ahead of them. A form of something very fast, lithesome, and elusive. The brown mare pulled something out from her satchel and threw it at the figure in front of them. The thing groaned in a deep voice, and began to slow down, but it kept going.

"We've almost got him!" The brown stallion said in a heavy British accent, "Quick! Throw another thorn!"

The brown mare obeyed, throwing another thorn. It apparently missed, for the figure didn't grunt in pain.

"We've just got to stop him!" The brown stallion huffed, "We stop him, and everything will go back to what it once was!"

"You don't think I know that?!" The mare shouted back.

The two sprinted after the figure, determined to catch it. The mare threw more thorns at it, but they all missed, for the figure in front was expecting it.

"Get back here and fight, coward!" The brown stallion demanded. He snatched a thorn from the mare and hurled it at the figure. It groaned again, but kept going, turning a corner. The two brown equines followed, sensing victory was upon them. They ran until they came to a dead end.

Their target was gone.

"Where did he go?" The mare asked, glancing around.

"He's around here somewhere." The stallion said as he pulled something out, what looked like a high tech screwdriver, and used the glowing end to scan the area, "His presence is close. I can sense it. It's difficult to hide when he has powers like his."

"We've been at this for days though," The mare stated, "He has to be getting weak by now."

The two stood back to back, carefully inspecting their surroundings. They could barely tell what was what in the darkness of the shadows.

"Show yourself, beast!" The stallion shouted, "You're weak, and we're still going strong! Let's make this quick and simple!"

No reply.

"I think he's gone." The mare said, a look of disappointment appearing on her features.

"He can't be!" Said the stallion, "We made a promise for a good, clean fight!"

"Well, he's neither good, nor clean." The mare pointed out.

The stallion ignored her, and continued to scan the area with his glowing screwdriver.

"We know you're here!" He shouted, "We've got you now!"

"Au contraire, my friend," Said a deep, maliciously happy voice, causing both equines to freeze in place, "It is I who has you."

The wind began to blow fiercely. Something appeared behind the two ponies, growing bigger every moment. The brown stallion's eyes dialated in fear, seeing the black, blue, and purple hole leading to blackness appear. The hole began sucking in everything around it. Air, dirt, plants, rocks, nothing could escape its pull.

The stallion luckily grabbed onto a dead tree near him, and grabbed the mare's front hoof to keep her from flying into the hole.

"What is that thing?!" The mare asked, desperately trying to hold onto the stallion's hoof.

"It's a time portal!" The stallion shouted over the rush of wind, "He's trying to send us to another time to get rid of us! Hang on! He can't keep it up forever!"

"WHOOVES!" The mare screamed, right before a yellow flash hit the stallion's hoof, causing him to loose grip on the mare's hoof.

"OCTAVIA, NO!"

Luckily, the mare managed to grab onto another dead tree, holding with a death grip. The stallion breathed a sigh of relief.

"Hang on! The portal will close soon!" He yelled.

"Whooves! I can't!" The mare cried, feeling her hooves slip from the tree, "Help me!"

"HOLD ON!"

"I don't think so, my friends." The voice snarled after being silent for so long.

The mare felt cold, sharp claws slash across her right hoof. She yelped in pain, not realizing that she had let go of the tree. The mare flailed her limbs uselessly, as the portal's suction overtook her, swallowing her up like a toddler and a piece of candy. The stallion watched helplessly, as the time portal took his best friend, closing up, leaving the place in peace, and with one less pony.

The stallion sank to his knees, his mouth open agape. He buried his face into his brown hooves and began to cry. There was no saving her now, for she was probably half way across the galaxy by now.

The stallion tensed, feeling a freezing cold claw lay on his shoulder. He whipped around, but nothing was there, but he could still feel it on his shoulder.

"Don't get so down, buddy," The voice teased, "After all, she was a pain in the neck anyway."

As it said this, something clicked inside the stallion. He bucked the invisible being behind him and reared, madly scraping his hooves at the air. He grabbed his screwdriver, switching it on, pointing it at the place where the time portal had been.

"Wait! What are you doing?!" The voice asked in outrage.

The space that the stallion was pointing his screwdriver began to distort, forming the portal again. He galloped to it, leaping through it with grace, and closing it again with the screwdriver.

"Hey! I didn't count on you going after her! Wait! Wait! Oh come on! That's not even fair! Ugh...


	2. I'm Octavia

Crashing thunder, roaring waves, and the occasional flash of thunder. That's all that the mare could remember. It was dark, and the mare felt like she floating in liquid darkness. She tried to take a deep breath, only to choke.

She was underwater!

Struggling, the mare tried to swim up, or at least, she thought it was up. Desperately trying to keep the remaining air in her lungs, the mare breastroked to get to the surface. Finally, she did break the surface, gasping for air.

All around her, the waves crashed and reached unimaginable heights. Angry dark storm clouds swirled above, shooting out white lightning. Rain pelted the mare's already soaked mane like razors.

'Where is the shore?' The mare thought, 'Or is it just my luck I ended up in a world of only water and no land?'

The mare glanced around, desperately trying to keep her head above water. She spotted a dark strip up ahead that just had to be land. Using all her remaining strength, she began to push herself through the unforgiving waves. It seemed so far away, and the mare was incredibly tired already, just from treading water.

She was almost half way there when her luck ran out. A wave that seemed almost ten feet tall overtook the mare, swallowing her up into the sea. It had taken her so fast that she could not get a big breath. She was pushed down to depths that made her ears pop.

It was no use. The mare was too tired, she was too deep, and the remaining air in her lungs was almost gone. She began to slip into darkness, floating lifelessly in the ocean.

* * *

At about miday, a white mare paced in front of a mint-green tent. In front of her stood a metal grate, covering a dark hole in front of the tent.

The mare's bright red eyes narrowed in determination, as she stared at the grate. Her spikey blue mane fluttered slightly around her face from the small wind coming off the ocean. The smell of ocean breeze swirled through the air, bringing tropical scents to the mare's nose. She was standing on an out of place hill, which the tent was set upon in the woods on the outskirts of the small, rural town of Ponyville.

The only thing standing between the mare and the tent, was the stupid grate.

"I can do this..."

Swallowing her fear down, the mare took a step foward. Her hooves clacked against the metal grate. As soon as she did step on the grate, a loud, booming voice echoed from the hole.

"Species identified! Unicorn, mare! Talent of music makin-!"

The mare shrieked, and galloped off the grate, running down the stairs leading to the bottom of the hill. Her blue mane flew behind her from the rush of the wind, as she ran down a small path. She stopped, breathing in heavily.

"I am such a scaredy-cat..." The mare sighed sadly, staring down at her hooves, "How can I ever fulfill my dreams when I can't even step on that stupid grate without freaking out?"

She began to walk down the dirt path, which was lined with trees. The path suddenly became much more sandy, and was lined with walls of rocks instead of trees. The path finally ended, and opened up to a strip of white, sandy beach. The ocean waves were quietly lapping at the shore, and the sea foam popped at the edge of the waves. At the end of the beach was a large, dark cave entrance.

The mare sighed, walking along the shoreline. She came here to get away from everything, for it was very peaceful. At least here, she could forget her fears. She squinted down the shore, spotting a large lump of sand laying in the sea foam.

"Kids," The mare scoffed, "Will they ever learn to clean up their sand castl-?... Wait..."

That lump of sand didn't match the color of the sand. It was too dark... And it was furry, not sandy.

It was a pony!

"Oh my Celestia!" The mare gasped. She sprinted down the shore, reaching the mare in little time. She appeared to be the same age as her, with soaked brown fur and a darker brown mane, completely a mess. She was wearing a pink bowtie, which was severely torn. Marking her flank was a fancy purple music note, almost unnoticeable through her dripping wet coat.

The white mare put her ear to the other mare's chest. She was still breathing, just unconscious. Using all her strength, the white mare clasped her hooves together, and brought them down on the other mare's chest. The brown mare coughed loudly, spitting up sea water and seaweed. Her light purple eyes shot open, frantically darting around, checking her surroundings. They met with the white mare's confused, red eyes.

"You okay?" She asked.

The brown mare hesitated, "Yes... Thank you."

The white mare offered her hoof, helping the other mare up. The brown mare shook out her soaked mane like a dog, causing the other to flinch away.

"I'm Vinyl Scratch," Said the white mare, "Who are you, and what in the world happened?"

"I'm..." The brown mare paused again, "Octavia... And..."

Suddenly, she completely blanked out. She didn't remember a thing from before she ended up in the ocean. How did she end up in the ocean? She wasn't from here, for none of her surroundings were ringing a bell.

"I'm sorry... But... I have forgotten." Octavia said.

"Forgot?" Vinyl asked, "Uhm... Did you hit your head on some rocks or something?"

Octavia rubbed her head, "Sorry. I don't remember anything."

Vinyl's eyes widened when she saw Octavia's hoof rubbing her head in pain.

"Whoa! What gave you that?"

Octavia gazed at her right hoof. Three, large, jagged dark red lines were etched into her hoof. They appeared to have scabbed over, but Octavia realized that they still stung pretty badly.

"I... I don't remember."

Vinyl cocked her head, "You've got some sort of amnesia. Maybe I should take you to a doctor. Plus, those marks on your hoof look pretty bad too."

"I'm fine!" Octavia suddenly burst out, "I mean... I'm fine..."

"Okay, if you're fine..." Vinyl said. She pointed at Octavia's cutie mark, "Hey! You do music too?"

Octavia looked at her cutie mark, "Umm..." She vaguely remembered playing an instrument... Was it the piano? Or the tuba? No... It was the cello. She remembered that.

"I play the cello." Octavia finally answered after a long time.

Vinyl seemed to be let down by this answer, "Oh... I'm a DJ. Well, not yet... I'm still afraid to get up on stage. I mix my own beats at home, just for me. Dubstep, hardstyle, house, industrial... You name it, I do it."

"Oh..." Octavia trailed off.

For a moment, the two were silent. They stared at the ocean together, their manes fluttering in the ocean breeze.

"Do you remember how you ended up in the ocean?" Vinyl broke the silence.

Octavia hesitated, "No. I said I couldn't remember anything up until I found myself floating in the ocean. It's... It's just a big blur, my memory, that is..." She quickly changed the subject, noticing something hanging out of Vinyl's styled mane, "What's that in your mane, Vinyl?"

Vinyl quickly reached into her spikey blue mane, pulling out a rock. Carved into the rock were very complex pictures of three pony-like creatures, surrounding six other creatures. Various lines and markings were etched around the ponies, like a lightning bolt striking out of a cloud, three butterflies and three gemstones. There were many more, but Octavia didn't have time to make them out before Vinyl pulled the stone close.

"I found it a long time ago, when I was just a filly," She said, holding the stone like it was a stuffed animal, "It's always been really special to me."

"It looks familiar for some reason." Octavia stated.

"I've always had this rock with me," Vinyl continued, "I don't know what it is, or what the pictures mean, but I always thought it was special."

"Where did you find it?"

Vinyl hesitated, "In an old ocean bluff. Dragon's Bluff, where I... Hang out."

Vinyl set it down in the soft sand for a second, "It's... Probably just something from an old ruin. It might be worth something, but I'm not going to sell it. It means too much to me."

"I understa-" Octavia started to say, but she was suddenly knocked ten feet back by a blast of light blue.

Vinyl barely had time to turn around before another blast of blue hit her in the face. She fell back, her vision blurry from the hit. She managed to see a pair of claws snatch her treasured relic and run to the end of the beach.

Immediately, Vinyl shot up, getting a clear look at the thieves as they fled. One was a mint green pegasus, with a wind-blown yellow and orange mane. The other one was an orange unicorn with a mane of flaming dark orange and yellow. The other one, who had snatched her relic, wasn't even a pony at all. The thief's back half was of a lion, while the front half was of an eagle. It was a gryphon.

"Hey!" Vinyl cried, "Give that back, thieves!" She saw Octavia knocked out a few feet away and ran to shake her awake, "Octavia! Wake up!"

Octavia lazily opened her eyes, turning her head to the unicorn, "Hurr?" She asked, her mouth full of sand and shells.

"Someone took my treasure!" Vinyl answered, "They took off toward the Beach Cave, at the end of the shore! You've gotta help me get it back!"

Octavia thought this over. Vinyl did seem very very attached to that relic, and she would be heartbroken to lose it. Octavia turned to the white unicorn, determination in her eyes. She gave a simple nod, and Vinyl's bright red eyes lit up with joy.

"Oh thank you!" She cried. She pointed a hoof down to the end of the shore, where a cave was cut out into the sandstone, "Quick! They went that way!"

So the two galloped in the sand, chasing after the thieves. Little did they realize, that this was the start of it all


	3. Team Vengeance

**Hello there. I'm back with another chapter. Thank you to the few people who reviewed, followed, and favorited this story. Please enjoy this next chapter!**

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Octavia and Vinyl reached the cave. The dark, gaping entrance seemed ready to swallow the two small ponies up, and down to the core of the earth. Octavia bravely stepped foward, but Vinyl stayed standing in the sand.

"I... I think I'll stay here." She whimpered. Her shaking knees could clearly be seen, as she stared fearfully at the cave.

Octavia shot a glare at the mare, "Do you want to get your treasure back, or no?"

Vinyl gulped, "Yes. I do want it back again."

"Don't worry. I'll be right behind you the whole time. Whatever's in there, we'll face together."

Vinyl looked the brown mare right in the eye. She swallowed down her fear and stood tall.

"A-alright."

Octavia nodded. She entered the cave entrance, Vinyl flanking her. The white unicorn lit her horn, as it glowed a light blue, illuminating the cave. The cave was damp and dark, as the two mares walked through puddles of water. Sparkling shells stuck out of the walls, reflecting Vinyl's light.

"We better be careful," Vinyl warned, "Weird things have been going on, disasters, making ponies and other creatures go crazy. I hear there's a lot of Seaponies around here, and they're not happy about having the waters disrupted."

"Seaponies?" Asked Octavia.

"Yeah, there's a lot around here," Vinyl explained, "They're half ponies, half fish. They're usually really peaceful, but because of the disasters, like that wicked storm last night, they've been restless. Even going as far as to attack innocent bystanders. Hey, were you caught in that storm last night? Did you hit your head on a rock and forget everything?"

"I was caught in the storm, but... I don't know how I lost my memory, nor how I ended up in the ocean." Octavia answered, staring sadly at the sandstone floor.

The two walked in silence, the occasional sound of dripping water onto the cavern floor breaking the silence.

"Keep your eyes out for the thieves." Vinyl said, using her horn to carefully search every corner of the cavern.

Octavia's ears pricked. She heard the sound of something that sounded like fins flopping around. Her instinct kicked in suddenly, causing her to tackle Vinyl out of the way. Turns out, a beam of water shot past where the mares once stood. Octavia stood up quickly, but Vinyl laid there on the floor, a dazed look in her eyes.

At the end of a corridor sat a pony-like creature. It had blue fur, a light blue mane, and the horn of a unicorn. However, its front legs were replaced with two fins, and its whole back half was a dolphin-like tail.

"Trespassers!" It shouted. The creature shot another beam of water from its mouth, but Octavia and Vinyl quickly dodged it.

"It's a Seapony!" Vinyl exclaimed, flanking Octavia as the two ran down another corridor, "And it's not happy about intruders!"

The two continued to run, only to run right into another Seapony. This one had orange fur and a yellow mane, but no horn. The blue one they had first encountered stood at the other end of the corridor. The two mares were trapped between two angry, territorial Seaponies.

"Octavia! What do we do?!" Vinyl cried, trying to back away from the blue Seapony.

Octavia's light purple eyes seemed to glow in the dark. She whipped something out from under her mane, what appeared to be a large cello bow made of scratched up wood. She whipped it around her own body, doing tricks that impressed even the Seaponies, then dared for the creatures to step foward.

The Seaponies were not cowardly. The orange one charged, about to shoot another beam of water, but Octavia jumped up in the air, slashing the Seapony across the face. It did not cause physical damage to the Seapony, but it did leave an excruciating pain, enough to cause the Seapony to turn, and flop awkwardly away.

Vinyl was busy with the blue Seapony, who kept trying to lunge at her. The Seapony was surprisingly fast on land, despite its limbs being made of fins. Every time Vinyl tried to shoot a weak blast of magic at the Seapony, it quickly rolled away.

Octavia however, was much faster. She slashed the bow across the Seapony's side. It cried in pain, but was not as smart as its friend. It charged at Octavia, shooting a beam of water in the brown mare's face. The blast was powerful enough to knock Octavia off her hooves, causing her to fall into a puddle of sea water. The Seapony was about to attack again, but it totally forgot about Vinyl. The white unicorn used her horn to fire a blast of light blue magic into the Seapony's side. It rolled multiple times, crashing into the wall. It sat up, dazed and confused, then flopped away as fast as its fins could carry it.

"Nice," Vinyl commented, "We make a pretty good team."

Octavia didn't answer. She somehow hid her large cello bow in her mane again.

"How... Did you do that?" Vinyl asked, slightly awed by Octavia's bow, which seemed to contain some mystical power.

Octavia glanced down, "I don't know. It came as instinct. Maybe I did this before I lost my memory."

"But... That bow... I'd hate to see what it would do when it's helped by a cello."

Octavia vaguely recalled playing a cello with the bow. The results were blurry, but she did remember seeing no more enemies around her in the blur afterwards.

"You're pretty good with magic." Octavia said, smiling.

"Not really... Comparing to other unicorns in Ponyville, I'm an amateur magic user."

"Well what you did there, blasting that Seapony all the way to the other wall was pretty cool."

Vinyl looked down, "Yeah, I guess it was pretty cool."

The two trekked on. Up ahead was a light, both ponies assumed was the end of the cave. They sped up to a gallop, reaching the room. Inside, ocean water flowed at the sides and the backs of the cave, coming in from the ocean itself. Two large, naturally made sandstone pillars held up the roof of the cave, which was dotted with stalactites, big and small.

The three thieves were standing there, their backs turned to the two mares. They whipped around, discovering Vinyl and Octavia. They were trapped.

Vinyl stepped foward, the rage in her red eyes could clearly be seen, "Give... Me... My... Treasure..."

The orange unicorn gave a condescending laugh, "Your treasure? Finders keepers, friend. We found it, we get to keep it."

"Who do you think you are, stealing other ponies' stuff?" Vinyl asked, her hoof pawing at the sand, "That's really special to me! Give it back!"

"Who are we?" The unicorn repeated. She got in a battle stance, and her friends followed, "We're Team Vengeance! Named for our hunger of revenge against the ponies who put us down! I, the leader, Sunset Shimmer, can do whatever I desire! Isn't that right, Gilda, Lightning Dust?"

"And so can we!" The gryphon, Gilda, replied.

"Heck yeah!" The pegasus, Lightning Dust, added.

It was Octavia's turn to step up. She gave the three a menacing glare with her shiny purple eyes, one that even the cocky Sunset Shimmer found intimadating.

"You heard Vinyl," She growled, "Give her her treasure back, right now, this instant."

Sunset, Gilda, and Lightning all stared at the mare. Lightning and Gilda seemed unsure, but a smirk grew on Sunset's orange face, as her light blue eyes narrowed.

"Here's the deal," She said, levitating the rock in a light blue aura, "Fight us. If you win, we'll give you this rock. If we win, we get to keep it. Got it?"

Octavia seemed unfazed at the thought of two against three. Plus, those three were probably very strong. The odds were certainly not in her and Vinyl's favor, but the brown mare nodded, not one look of fear on her face, unlike the shaking Vinyl standing at her side.

"You've got guts, I'll give you that," Said Gilda, "But just as a warning, we'll tear you to shreds."

"We're one of the strongest rescue teams in Ponyville!" Said Lightning Dust.

"You won't stand a chance, music butt." Sunset sneered. Her horn glowed a violent shade of light blue, "Get it, pathetic filly!"

She whipped her head around, firing magic shaped like a blade. Octavia however, jumped like a frog, almost hitting the ceiling, and gracefully landed unfazed.

Sunset's mouth hung open agape, "But... Ho-?"

But before she had a chance to finish, a flying cello bow slashed her across the face. She reared back, pain pulsing through her face. It felt like blood should have been running down her face, as much as the slash felt like a million wasp stings, but no wound was there, just painful stinging.

The cello bow flew around like a boomerang, hitting Sunset in the back of the head, and slashing half of her mane off. Octavia reached up and caught the bow and flipped her mane like it was nothing special.

Meanwhile, Vinyl was outnumbered. Lightning Dust and Gilda had come after her, sensing that her being a unicorn would make her stronger. But this wasn't necessarily true for poor Vinyl. She had summoned up enough power to place a magic force field around her, but she couldn't keep it up for much longer. Gilda and Lightning were smashing against the shield with so much force, Vinyl had a mini-heartattack with each blow.

"Octavia!" She cried, "Help!"

Octavia glanced over, and Sunset took this to her advantage. She whipped around again, firing a magic blade at the mare. This time, Octavia didn't see it coming, and the blade hit her in her torso, blasting her into the wall. Sunset reared, her horn glowing again, as she charged at the mare. Octavia however, was only stunned for a moment, and was ready for the unicorn. She then did something that would have impressed even Chuck Norris himself.

Grabbing onto Sunset's ears, she used them to handspring herself up. She flipped once, used her powerful hindlegs to buck Sunset's rear, and landed gracefully, all in less than a second. Sunset rocketed into the wall, crashing into it head first. This time, she was dazed from the hit, giving Octavia time to run over and assist Vinyl.

Gilda and Lightning Dust never knew what hit them. Octavia roundhouse kicked them both in the head, knocking them clean across the room. They both sat there, out cold from the hammer-like kick to their heads. Octavia helped Vinyl up and turned to Sunset Shimmer, who was just standing up again. She glared murderously at the two mares, her mouth twisting into a scowl.

"No one outdoes me!" She roared, rearing again. She charged, her horn glowing a bright blue. The unicorn jumped up, about to come down on Octavia and Vinyl, but Octavia grabbed Vinyl and rolled to the right, and Sunset ended up attacking sand.

Sunset had trouble backpedaling, trying to get turned around. Octavia took this chance and used her cello bow to slash Sunset's tail off. Now the unicorn was missing half of her flaming mane. Her mouth dropped open agape at her missing tail, then her gaze rose to Octavia, who was still holding her cello bow in her mouth.

"You look good with a short mane." The mare remarked with a smug smirk.

Sunset stared at her for a moment. Then with a snarl, her horn glowed for the last time, before she, and her two companions disappeared in a burst of light blue. In their place was Vinyl's treasure.

"Yes!" The unicorn cheered, running to pick up the rock, "Thankyouthankyouthankyou! Octavia, thank you so much! You're the best ever!"

Octavia blushed a little, "Thanks."

"Where did you learn to fight like that?" Asked Vinyl, glancing at the cello bow, sticking slightly out of Octavia's mane, "That was so... So... Amazing!"

Octavia shrugged. It came naturally to her, for some reason.

"Who were those jerks?" Vinyl asked, "They had some nerves messing with us!"

"They called themselves Team Vengeance," Octavia remembered, "Corny. They must have wanted your treasure, thinking it had some value and they could get some money."

"And they called themselves the best rescue team in Ponyville," Vinyl scoffed, "Heck, I bet if I was apart of a rescue team, we'd hammer them into the ground."

"Rescue team?" Asked Octavia.

"Oh, since all the disasters, there's been teams of ponies who travel across Equestria to rescue other ponies who have been affected by the disasters. Almost all of them have been trained by Lyra Heartstrings and Bonbon at the Guild. Someday, I want to join, but I'm... I'm afraid to go out there to dangerous places by myself."

"Why not get a partner?" Octavia asked, cocking her head.

Suddenly, Vinyl's red eyes lit up with excitement as she turned to the brown mare, "Yeah... Yeah! And I think I know just who would fit the bill!"

"Who?"

Vinyl's smile grew wide, "You!"

"Me?" Asked a shocked Octavia.

"Yeah! You're brave, strong, one heck of a fighter, and not to mention, you seem to like helping others out! You'd be a perfect rescue team member!"

Octavia looked down, "But I'm hindered... I can't remember anything at all..."

Vinyl waved a hoof dismissively, like it was no big deal, "So what? You don't have to have a memory to be apart of the Guild! Ya know, I've never worked up the courage to join, but with you by my side, I might finally be able to!"

"Are you sure you want me as your team member?" Asked Octavia, rubbing a foreleg with her scraped up hoof.

"Heck yeah! Octavia, you're the awesomest mare I've met! I'd be an idiot not to ask you to form a rescue team with me!"

Again, Octavia puzzled over what she should do. She and Vinyl did have amazing teamwork in the Beach Cave and fighting Team Vengance. And besides, Vinyl seemed like a trustworthy friend that wouldn't care if her teammate had amnesia.

Vinyl's smile faded more each passing second of Octavia's pondering, "I understand if you don't want to... I know I'm pretty wimpy, and would probably just get in your way."

"Yes." Octavia interrupted.

"I can't even protect myself, I mean-..." Vinyl suddenly fixed a surprised gaze on a very serious Octavia, "Wait... What?"

"Yes. I will form a rescue team with you, Vinyl Scratch."

For a moment, Vinyl's mouth hung open agape. She was silent for so long, Octavia started to feel awkward. Then suddenly, Vinyl attacked Octavia's neck by a hug with the strength of an anaconda.

"Oh thank you sososososososo very much!" She said, choking the brown mare with her hug, "You're the greatest ever! We're going to be the best rescue team ever!"

"V-Vinyl...?" Gagged Octavia.

"Yeah?"

"Please... Stop... Trying to snap my neck..."

"Oh. Sorry." Vinyl released Octavia from her crushing grasp.

"Thank you." Octavia replied, trying to get oxygen running back through her lungs.

"Well what are we waiting for?" Vinyl asked, jumping up and down in excitement, "The Guild's just on the hill over there! Let's go!"

Then, the white mare grabbed Octavia's hoof, dragging her up and the path and to the mint-green tent sitting upon a hill.

* * *

**I know Team Vengeance is a corny name, but it seems like all the antagonist teams in the games had corny names (Team Meanies, for example). Anyways, please take the time to review. Thank you.**


	4. New Recruits

**These chapters will come fast up to chapter four. I already had four chapters, plus the prologue written out in advance. **

**To sgil3692: Thank you for sticking with the story. Also, I only played Explorers of Time (never got the chance to play Sky!), so this is more based on that, unless the storyline is still the exact same in Sky. **

**On with the story...**

* * *

Before Octavia even knew it, the two were standing before the mint-green tent on the hill. They were standing right by the grate, staring intently at it.

"I don't know why, but I can never make it past the grate," Vinyl said, "That voice that calls out what species you are and tells your talent... It gives me the creeps," She looked at Octavia, "Maybe I can finally do it with a buddy by my side."

Octavia smiled, "I bet you can."

Vinyl swallowed her fear. Taking a step foward, she shut her dark red eyes tightly. Just as she expected, a deep voice emitted from the hole, making her freeze in place.

"Species identified! Unicorn, mare! Talent of music making! Please proceed to the Guild!"

Vinyl stood there for a moment, stunned that she had just done what she couldn't do before.

"Ahem," The voice interrupted Vinyl's thoughts, "Please proceed to the Guild!"

"Oh! Sorry!" Vinyl quickly apologized. She jumped off the grate, now in the doorway of the mint-green tent.

"S'okay." The voice replied.

Octavia proceeded, stepping on the grate. The loud, deep voice called out again.

"Species identified! Earth pony mare! Talent of music making! Please proceed to the Guild!"

Octavia stepped off the grate, joining Vinyl on the other side.

"I can't believe it..." Vinyl gasped, "I did it! I conquered that grate!" She jumped around, cheering and giggling like a little school girl.

Octavia smiled at the happy unicorn. Vinyl Scratch was certainly excitable about the smallest things.

Inside the tent was a ladder, leading down to a dug out hole. Two signs were on either side of the hole, one read "WELCOME TO LYRA'S GUILD FOR RESCUERS!" in big, mint-green letters. Another had posters and notes for upcoming events pinned on it.

"Oh jeez! This is so exciting!" Vinyl cheered, still jumping up and down with glee.

Octavia chuckled a little, "Yup."

Vinyl quickly jumped onto the ladder and slid down in, like a fireman's pole. Octavia had no choice but to follow, and slid down the ladder. The two emerged into a room, gouged out into the ground, lit with bright torches hanging up on the wall, and laterns hanging from the ceiling. All sorts of ponies were milling about, mares, stallions, fillies, and colts alike. On two different walls were corkboards, filled with letters and notes. Another ladder going deeper underground was right beside them. A cream-colored mare with a pink and dark blue mane stood in front of this ladder. Her blue eyes seemed to be staring disapprovingly at everyone.

"Uh, hi?" Vinyl said to the mare, "You're Bonbon, right?"

The mare fixed her disapproving gaze on Vinyl, "Yes."

"Well... I was wondering... Can we sign up for the rescue team?"

Bonbon's gaze narrowed, "You do not simply 'sign up' for the rescue team. You have to complete a simple rescue mission first. Then, me and Lyra will decide if you can join."

Vinyl nodded, "Sounds fair."

A small smirk appeared on Bonbon's features, "Good. Why don't I introduce you to Lyra? She can probably find a pretty simple mission for you."

Vinyl and Octavia nodded.

"Excellent," Said Bonbon, "May I ask, what are your names?"

"I'm Vinyl Scratch." Vinyl said, pointing at her chest. She snaked an arm around Octavia's shoulders, "This is my awesome buddy, Octavia."

Bonbon cocked an eyebrow, "Where are you both from?"

"I'm from Ponyville." Vinyl answered. She paused as she looked at Octavia, "Um... The thing is, Octavia has amnesia. She can't remember anything. She doesn't even remember where she came from."

Bonbon seemed strangely amused, as if she had seen this before, "Amnesia, huh? So should I pencil you down as a handicap?"

"Oh no no no!" Vinyl quickly interrupted, "She's anything but handicapped! You should have seen her fight! She's amazing with that cello bow!"

Bonbon cocked her eyebrow again, "Cello bow?"

Octavia pulled her cello bow out from her mane, showing it to Bonbon. The cream mare carefully ran a hoof over the scratched wood and felt the string. Her eyes widened, and her smile grew.

"My my! You're certainly rescue team fit!" She said, handing the mare her cello bow back.

"How?" Vinyl asked, "You just looked at her cello bow."

Bonbon sniffed, "Since the disasters, the Guardians have given certain ponies, especially ones apart of rescue teams, special powers based on their talents to fight enemies and creatures that have been affected with the disasters. For example, my talent is making candies, as represented by my cutie mark," Bonbon pointed at her flank, marked with three, wrapped candies, "Since the disasters, I've been able to make candies that can do anything. Healing lollipops, poisoning jawbreakers. Heck, even chocolate that can turn a pony's coat rainbow-colored!"

Vinyl laughed a little.

"In Octavia's case, her talent is music making, mostly the cello. She can use that cello to take down baddies and get rabid creatures under control. Only... She appears to be missing the cello... She only has the bow..."

"But it can still do heck of a lot of damage!" Vinyl added, "You should have seen her take down a pack of thieves! She's amazing!"

Bonbon chuckled slightly, "Sounds like it."

"Can we go meet Lyra?" Asked Vinyl impatiently.

Bonbon sighed, "Alright you two, follow me."

So the cream mare climbed down the ladder, going deeper into the earth. Vinyl and Octavia followed. They emerged into another room, much like the one above, except this one seemed quieter. One corridor was on the right wall, leading to what looked like a dining room. Another on the opposite wall led to doors, marked "Team Quarters". Two wooden, mint-green doors were on the right wall, currently closed. There was what appeared to be a stand on the left, manned by a blue unicorn mare with a white mane.

"This is the team floor," Bonbon explained, "It's exclusively for rescue teams only. We live down here, and eat too."

"Don't you get claustrophobic, living in such a small room underground?" Asked Octavia.

"Nah," Bonbon said, "Lyra's over here, in this room. Follow me."

The cream mare led the other two mares to the mint-green doors. She knocked on it first, and called: "Lyra! It's Bonbon! Got some new recruits here!"

"Great! Send 'em in!" Replied a voice from inside.

Bonbon pushed the doors open. Inside was a small room. A carpet led to a simple looking mare, sitting on a cushion.

"Jeez... I didn't know this was a monarch..." Muttered Vinyl.

"It's not," Bonbon explained quietly, "Lyra's just full of herself."

The mare that must have been Lyra, had a mint-green coat. Her mane was white, streaked with the same mint-green. Her eyes were yellow-orange, and her cutie mark was of a golden lyre. She smiled when she saw the two.

"Hello!" She greeted happily, "What might your names be?"

"Lyra, this is Octavia and Vinyl Scratch," Bonbon explained, "They've told me that they wish to join the Guild. Octavia has amnesia, but was gifted by the Guardians. Vinyl's a unicorn, which means she should be able to handle magic."

Lyra suddenly seemed much more interested, "Oh! Have they completed a rescue mission yet?"

"Not that I know of," Bonbon said, "At least, not officially."

Lyra rubbed her chin, as if deep in thought. Her yellow-orange eyes lit up excitedly.

"There was a mare asking us to retrieve her pearl necklace from Horseshoe Bluff..." She said, turning to the two mares, "That should be a pretty simple task. If you can complete that, you'll prove that you can join the Guild. How about it?"

Vinyl and Octavia exchanged glances. In unison, they turned back to Lyra and nodded.

The mint-green unicorn clapped her hooves, "Excellent! I believe she was back on the second floor, waiting for someone to take her mission. Don't fail me!"

Vinyl nodded, "We won't!" She turned to Octavia, "Right?"

Octavia wasn't paying attention. She suddenly felt dizzy, and sick to her stomach, but managed to answer her friend.

"Huh? Oh, yes."

"Good luck you two," Said Bonbon, "You probably will make a good rescue team."

Vinyl smiled, as she started to exit the room. But Octavia stayed put.

"Octavia?" The white unicorn asked, trotting back to her friend.

Bonbon and Lyra stared curiously at the brown mare, who was breathing heavily.

"Is there something wrong?" Asked Bonbon, waving a hoof in front of Octavia's face.

"I don't... I don't feel too..." She started to say. But very suddenly, her eyes rolled into the back of her head. She toppled over and landed with a thud.

"Octavia!" Screamed Vinyl. She rushed back over to her friend, feeling her chest. Luckily, it was still rising and falling. Lyra and Bonbon rushed over. Lyra felt the mare's forehead.

"She's warm," The unicorn mare said, "Too warm. Bonbon! Quick! Get Trixie in here!"

"How is she going to help us?" Asked a skeptical Bonbon.

"Just do it!"

The cream mare obeyed without a second word, running out of the room as fast as her hooves could carry her.

"What's wrong with her?" Vinyl asked anxiously, dramatically running her hooves through her spikey mane.

"I don't know," Answered Lyra, "Does this happen often?"

Vinyl shook her head, "I just met her this morning. She was washed up on the beach when I came down for a walk."

Just then, Bonbon ran back in, the blue unicorn mare who was manning the stand back in the room was flanking her.

"Here," Bonbon said, pointing to Octavia, "You think you know what's wrong with her?"

The blue mare rubbed her chin, observing the mare curiously.

"The Great and Powerful Trixie does know what is wrong with her!" She announced loudly, "The mare is out cold."

Bonbon facehoofed, "We know that. WHY is she out cold?"

"How should Trixie know?" Questioned Trixie

"Because you're the Guild's best medic..." Said Bonbon.

"Trixie is not a medic. She simply works a trade booth of medical herbs and berries that can heal ponies and other creatures."

"That basically IS a medic..."

"Fine, if that is what you think, then Trixie is a medic."

"Do you have anything that might could wake her up though?"

"Trixie does have some revival seeds!" Trixie announced even louder than before. The mare pulled out a small, golden-colored seed from out of nowhere, "This will revive her from her faint!"

All of the time, Octavia was in a completely different world. A world of darkness, caught between night and day.

* * *

Octavia couldn't see anything. It was just black. But she could sense the presence of someone.

"Where am I?" She asked.

Something replied back with an angry growl.

"Yes," Another voice replied to the growl, a deep male voice that seemed to shake the nonexistence that Octavia was suspended in, "I shall do as you wish, for I only serve the Night."

The thing growled again.

"The time portal is ready. I will return to the past to prevent this chaos from happening."

Another growl.

"Do not worry, my queen. The ones who caused this will be destroyed, along with Whooves."

Instead of a growl, a dark chuckle echoed through the darkness.

"Right away, your majesty. Your wish shall be fulfilled."

But just as quickly as Octavia had fallen into darkness, she surfaced to the light again. She shot up, to discover she was still in Lyra's chamber. Vinyl, Bonbon, Lyra, and a blue unicorn mare all looked at her, quite surprised. Octavia spat. A horrible taste was in her mouth, something very bitter and crunchy.

"Do not spit it out, fool!" The blue mare said loudly, "Swallow! It will help you!"

Against her will, Octavia swallowed the bitter, crunchy thing down.

"How long was I out?" She asked.

"About three minutes," Answered Vinyl, "You okay?"

Octavia felt her forehead, "I think so. I heard someone talking while I was out, but I couldn't see who it was. Or what it was."

Lyra cocked an eyebrow, "We were talking while you were out."

"It wasn't any of you. It was somepony totally different."

"It probably had something to do with the faint," Bonbon suggested, "Ponies do sometimes have strange visions when out cold."

"You sure you're okay?" Asked a concerned Vinyl, helping Octavia stand up again.

"Yeah, I'm fine," She said, "Could I please get some-?"

But before she could even finish, Trixie pulled out a glass of fresh water, handing it to Octavia.

"Here is your glass of water," Said Trixie, "The Great and Powerful Trixie is happy to oblige!"

Vinyl leaned over and whispered to Bonbon, "Does she always talk in third pony?"

"Yeah," Bonbon quietly replied back, "We've grown used to it."

"So!" Lyra interrupted, clapping her hooves together, "Are you two ready to take the mission to Horseshoe Bluff?"

Vinyl looked uncertainly at Octavia, who was still drinking her glass of water.

"You sure you're okay?" Vinyl repeated, "I don't want to force you into something if you're not feeling up to it."

Octavia shook her head, "No, I'm fine. I drank this water, and ate that... Whatever it was. I feel fine."

Vinyl gave a small smile, "Okay." The white unicorn turned back to Lyra, "We'll get this done, and become a rescue team. I can promise that!"

Lyra nodded, "Good! That's the kind of attitude I want to see!"

"Don't disappoint us," Bonbon growled, "We've been having a lot of disappointment recently."

Vinyl shivered a little from Bonbon's remark. She turned back to Octavia, now looking even more scared than she did while standing on the grate.

"Let's go, Octavia," The unicorn said, leading the mare out of the room, "Let's go impress these guys. We'll show them!"

Octavia smiled in reply. She wasn't completely confident, but she wasn't completely discouraged either. She guessed as long as she and Vinyl worked as a team, this mission would be a piece of cake.

Or so she hoped.

* * *

**Lyra and Bonbon seemed like a good choice for Wigglytuff and Chatot Wigglytuff always seemed eccentric, like Lyra. Though Chatot was always kind of easy to anger and really bossy, he always seemed more levelheaded than his companion, so Bonbon fit this part pretty well.**

**Anyways, please take the time to review. Until next time.**


	5. Fleur's Mission

As Octavia and Vinyl climbed back to the second floor, they spotted a tall, white unicorn mare with a perfectly styled light pink mane and the cutie mark of a fleur-de-lis. She was pacing nervously, and as Octavia and Vinyl approached, she tensed.

"Please tell me you are the team they are sending to retrieve my pearl necklace." The unicorn said in an overdramatic tone.

"I believe so," Said Vinyl, nodding slightly, "What's your name?"

The unicorn flipped her mane, "I am Fleur De Lis. If you are the ones who are retrieving my necklace, then I should tell you how I lost it in the first place. I was simply taking a walk by Horseshoe Bluff, when one of those nasty Seaponies snatched my pearl necklace clean off!" She stamped a hoof, "Whatever is wrong with those wretched little creatures? They never used to be so hostile!"

Vinyl harrumphed.

"Oh, my apologizes," Said Fleur, "Anyway, if you can please find my necklace, I will pay you a great reward. As I've said before, it is at Horseshoe Bluff. I believe a gray Seapony snatched it."

Vinyl nodded, "Alrighty! We'll get that necklace for you, Miss Fleur!"

Fleur smiled blissfully, "Oh thank you! You're so very kind as to take my mission! And do be careful. I hear that the Seaponies have been exceptionally violent this year."

"Don't worry," Vinyl replied a little too confidently, "Me and Octavia will take care of everything!"

Octavia nodded in agreement. If it was just one necklace, how hard could it possibly be?

* * *

There was a slight trek to get to Horseshoe Bluff, but it didn't take too awfully long. Vinyl and Octavia were at the Bluff in little time. They stood in front of an entrance to a small cave, jutting out over the blue-green ocean. The gray rocks were littered with seaweed and algae, giving it a slight green tint.

"So a gray Seapony with a pearl necklace," Vinyl repeated, "That shouldn't be too hard."

"As long as the Seapony isn't determined to keep the necklace." Said Octavia unsurely.

When neither of the two stepped into the bluff, Vinyl motioned for Octavia to lead. The brown mare began to step into the bluff, followed by a nervous Vinyl. It wasn't horribly dark inside, since there were some holes cut into the sides of the cave, allowing sunlight to stream in.

"Thanks for making a team with me." Repeated Vinyl.

"It's no trouble," Octavia replied, "I mean... I love the feeling of helping others out."

"Me too." Vinyl agreed, kicking a stone into the wall. She sighed a little, "I don't know how getting this necklace for this lady is... Like... Heroic or anything. I want to be like Black Thunder. He's the greatest solo rescuer in all Equestria. Did you know he held back the entire army of changelings while another team rescued a group of kidnapped ponies from the changeling hive?"

"Really?" Octavia asked, "He sounds impressive."

"Yup. Someday, I hope that I can be as great as Black Thunder," Vinyl paused, "I mean... I hope that WE can be as great as him."

"I'm sure if we try, we can." Octavia assured.

"Y'know, I've never met Black Thunder, but I hear he comes to Ponyville around this time."

"Maybe we'll get to see and meet him sometime."

"I hope so. It would be an honor to learn some of his tricks, and see him in action!"

"I bet so."

Vinyl raised an eyebrow at the brown mare, "You don't talk very much, you know that?"

Octavia met Vinyl's gaze, "I... I don't really have much to talk about, that's all."

"I guess it's because of your amnesia," Vinyl suggested, "Derailing the subject here... You said you heard different voices while you were out cold. What did they say exactly?"

Octavia hesitated, "There was a male voice talking to... I don't know... This thing that kept growling. He said something about stopping the ones who caused the chaos, and that he only served the Night."

"The Night..." Vinyl drawled out the word like it was something special, "Sometimes Princess Luna is referred to 'The Night', but why would she have a servant to destroy someone?"

"Princess who?" Asked Octavia.

Vinyl looked as if she had just been shot, "You seriously don't know Princess Luna? She's one of the Guardians!"

Octavia still looked clueless.

"Ugh... Never mind. You can read about it when we complete this mission." Vinyl said with a sigh.

The two walked on, going deeper into the bluff, no longer speaking to each other. Vinyl kept kicking rocks, looking over at Octavia every so once in a while. The brown mare appeared to be in such deep thought, Vinyl couldn't believe that she wasn't running into things with the way she was so out of it.

"Hey, what was that?" Vinyl asked, seeing something flash in the low light.

Octavia squinted, seeing what Vinyl saw. It was a small glint of white, being reflected by the small sunlight streaming through the cracks of the walls.

"Who's there?" Vinyl asked.

Suddenly, something came charging out of the darkness. It was a gray blob, which was flopping awkwardly toward the two mares. It was just as Fleur describe, a gray Seapony with a string of pearls in its mouth. It glanced up at the two mares and immediately tried to turn tail and flop away. But Vinyl shot a beam of magic at the half-fish, who was hit by the blast. It rolled head over fin, crashing into the wall, as the pearls fell out of its grasp. Vinyl was about to go for it again but the Seapony held up its fins, trying to protect itself.

"Wait! I give up!" It said, apparently a female Seapony, "Please stop! You can have it back! I didn't mean to take it!"

"What do you mean, 'You didn't mean to take it'?" Vinyl challenged, while pawing the ground, "You can't rob other ponies on accident!"

"Vinyl!" Octavia yelled, "Give her a chance to speak!"

The Seapony gulped, "I didn't have control over my actions. I didn't want to take it, but my body forced me to!"

"Are you telling us that someone else was controlling your own actions?" Vinyl asked, her eyes narrowing into slits.

"I don't know! I swear! I didn't want to take that mare's necklace! Just take it! Take it and go away!"

Octavia and Vinyl exchanged confused glances. Then Vinyl went to timidly pick up the necklace, glaring at the Seapony as she did.

"Tell her that I'm sorry," The Seapony said, flopping her tail, "Will you please do that for me?"

Vinyl and Octavia again exchanged glances. Together, the two nodded in agreement.

"Oh thank you!" The Seapony cheered, "I hope the mare who owns that necklace can find the heart to forgive me. I promise I won't bother you again!"

"Um. Okay?" Vinyl said unsurely. She turned to Octavia, "Well, now that that's out of the way, let's head back. We don't want to keep Fleur De Lis waiting."

* * *

The two mares made the small journey from the Horseshoe Bluff, back to the Guild. They went down the ladder, and were immediately greeted by an impatient-looking Fleur De Lis.

"Oh good! You have found it!" The unicorn cheered, clapping her hooves together.

Vinyl handed Fleur her pearl necklace, and reluctantly spoke, "It wasn't the Seapony's fault."

"Pardon?" Fleur questioned, "How can stealing not be that wretched little creature's fault?"

"The Seapony said it wasn't her fault," Vinyl explained, "She told us that she couldn't control her actions and stole the necklace against her will."

Fleur only scowled, "It was only making an excuse for stealing! You can't accidently steal!"

Vinyl sighed, "That's what I told her, but she insisted that it wasn't her fault. She... She asked us to ask you if you could find the heart to forgive her."

Fleur paused, pondering over Vinyl's request, "It's not like I'll ever see the horrid thing again. And it stole something that was very valuable to me! How could I ever forgive it?"

"That's no way to be," Octavia spoke after being silent for so long, "The poor thing told us she had no control over her actions."

"And Seaponies are known for being truthful." Vinyl added.

"So she couldn't have been lying to us. It's just not like a Seapony to lie to others."

Fleur frowned, staring down at the necklace in her hoof, "I... I suppose you are right... Fine. But if another Seapony dare steal anything of value from me again..." Fleur stomped her hoof and turned her nose up, then trotted to the ladder.

"Jeez, snob much?" Vinyl asked, "I hope we get into the Guild after going through that. That kind of just seemed like a waste of time."

"It wasn't a waste of time, Vinyl," Argued Octavia, "We returned Fleur's necklace, and heard the Seapony's side of the story. I'm still trying to figure out... If the Seapony wasn't controlling her own actions... What was?"

"I don't know," Vinyl replied, shrugging indifferently, "But let's go tell Lyra and Bonbon that we succeeded. I can't wait to become an official rescue team!" She skipped happily toward the ladder leading to the team floor.

Octavia chuckled, following her excited friend down the ladder. She wouldn't admit it, but she was about as excited as her friend as well, even if it was just a small achievement for the two of them.

The two mares made their way down to the team floor, then headed to the mint-green door that held Lyra's chamber behind it. They opened the door, seeing the mint-green mare speaking to Bonbon at the moment.

"Oh good!" Lyra cheered, turning her gaze to the two mares, "You guys are back! I trust that you succeeded in the mission?"

Vinyl nodded happily, skipping up to Lyra with Octavia close behind.

"We succeeded!" The unicorn cheered, "And with time to spare!"

"Wow," Bonbon said, "Pretty impressive, for noobs."

Lyra elbowed Bonbon in the ribs, "Well, that's all. You succeeded the mission, so therefore we welcome you with open arms to Lyra's Guild for rescuers! You are now official rescue team!"

Vinyl looked as though someone had just told her that she had won a million dollars. Her mouth was open agape, and her eyes were dialated to full size. Suddenly she, launched into the air like a rocket, hitting the ceiling, then bouncing back to the ground, returning a smile that was litterally ear-to-ear.

"Thank you thank you thank you!" The unicorn babbled so fast, it was almost impossible to understand what she was saying, "Me and Octavia will not disappoint you!"

"You're going to need a name for your team," Bonbon added, "You can't just go around without a name, ya know."

"Oh, that's right." Vinyl said. She turned to Octavia, "What do you think Octavia? What should be our team name?"

Octavia pondered, looking off into space for ideas. Then, one came to her quite quickly.

"How about the Musical Mares?" She suggested, "Since we both play a type of music?"

Vinyl thought this over, "Yeah! I like it! It describes us well!" She turned back to Lyra, "Call us the Musical Mares!"

Lyra smiled, "Very well." She pulled something out from behind her; a messenger bag, and a badge, which was a horseshoe decorated with white wings.

"This is your treasure bag," Lyra explained, holding up the bag, "As you adventurer through the lands, you may come across items lying on the ground. As for this," She held up the badge, "This is your rescue badge, signaling that you are an official rescue team. As you complete more and more missions, your badge will rank higher. You're at the lowest rank right now, the Green Rank. But I'm sure with enough missions, you'll rank up to Diamond Rank, the highest rank there is."

Vinyl looked as though she was going to rocket off into the air again, but she stayed put. Octavia however, stood there, seeming more confused than excited.

"We'll try our best to reach the Diamond Rank, Lyra," Vinyl said, hopping up and down slightly, "Where do we start?"

"First, you can move into your team quarters, located to the left, down the hall, at the very end," Lyra suggested, "Our work usually ends around seven P.M, then we retire to our rooms until it's time to sleep. Oh, and you should probably acquaint yourself with the other team members."

"Will do!" Vinyl cheered with childlike delight, "Let's go Octavia! Oh Celestia, I'm so excited!"

"To go to the team quarters?" Octavia questioned.

"Well... You know what I mean."

* * *

As the two mares walked down the hall to get to the team quarters, they were greeted by a few other ponies, apparently members of the Guild.

A blue unicorn mare with an hourglass on her flank was speaking to a yellow mare with a curly orange mane and a bunch of carrots on her flank, and a gray stallion with a black mane and a clover on his flank.

When the two mares approached, the blue mare raised her gaze toward them.

"Oh hi!" She greeted, a pure white smile on her face, "You guys must be the new recruits Bonbon was talking about. Vinyl Scratch and Octavia, right?"

"That's us." Replied Vinyl.

"Well, my name's Minuette. This is Carrot Top, and Lucky Clover." Explained Minuette.

"Howdy!" Carrot greeted.

"How's it going?" Asked Lucky.

"Hey, thanks for welcoming us," Said Vinyl, smiling, "Hey, who else is apart of this team?"

"Well, there's us, Cloud Kicker, Ditzy Doo, Apple Bloom, Scootaloo, Sweetie Belle, Big Macintosh, Trixie... Ah... That's about all that I know of."

"Oh! That's cool!" Vinyl paused, "Uh... Do you know where our rooms are at?"

Minuette pointed to the end of the hall, "That's your room. You'll be staying there until you graduate from the Guild."

"Okay, thanks!"

So the two Musical Mares trotted down the hallway to their room. They opened the door, seeing the quaint little room for the first time. The room was nothing special. Two beds made out of hay laid on the floor. A lamp was in one corner, and a dresser was in the other. There was a window, which confused both Octavia and Vinyl, since they were underground.

"Man, I'm pooped," Vinyl said, flopping on one of the hay beds, I think I'm going to hit the hay," She pointed to the bed, "Get it?"

Octavia didn't even crack a smile.

"Ah, never mind." Vinyl cuddled into her straw bed, and slowly began to fall asleep.

Octavia however, did not. She cut out the lamp, turning the room dark, then promptly sat on her bed. Her mind swirled with thoughts and the events of the day. Through her amnesia, she had finally been able to remember stuff, paticularly, a memory about a brown stallion with an hourglass for a cutie mark. Octavia wondered if this stallion was someone from her past, and if he was, who was he?

With her thoughts restless, Octavia laid he head open the hay bed and closed her eyes, drifting off into a deep sleep.

* * *

What appeared in Octavia's dreams that night was something she wasn't expecting. Flashes of unsettling images appeared for milliseconds at a time, scaring the young mare.

She saw things, like a demonic form of the Wonderbolts attacking her, Vinyl crying with remorse, that same brown stallion pushing another stallion into a blackhole, and the face of a black Alicorn mare, staring at her with soulless white eyes in a dark landscape.

_ "Octavia..."_ She hissed. The brown mare shivered in her sleep, as the sound of deep, rasping laughter echo through her mind.

_ "Sweet dreams, Octavia."_ Another voice, that didn't belong to the Alicorn said. The black mare lunged at Octavia, unaturally sharp, meat-eating teeth bared.

But before the Alicorn could tear into her vulnerable skin, the sound of a loud female voice ripped through her nightmare, luckily saving her, but damaging her eardrums in the process.

* * *

**This doesn't seem to be getting as many bites as I thought it would. I'm the type of writer who gets excited just seeing one review, so if you can, please review! Also: CHAPTERS WILL COME SLOWLY FROM NOW ON.**


	6. Rescuing Dinky

"WAAAAAAAAKE UP!"

Vinyl jumped about five feet in the air, while Octavia's eyes shot open, bloodshot with a rough night of restless sleep. Standing at their open doorway was Trixie the "Medic", an amused look on her face.

"Not only is Trixie a medic, but she serves as an alarm clock too!" Said the blue unicorn, "So anyways, wake up. Breakfast is ready in the mess hall."

With that, she turned and trotted away, holding her head up high.

"Ugh..." Vinyl groaned, "I guess they don't like late sleepers." She jumped up, "Well, let's go get some breakfast."

Octavia nodded, still a little shaken up from her dream. Her body was literally shuddering.

"Cold?"

"No. Weird dream last night."

"'bout what?"

"Nothing. Never mind."

The two mares trotted out of their room, down the hall, and towards the mess hall. The hall was abuzz with activity. Guild members were sitting at the table, as Carrot Top filled their plates with scrumptious breakfast foods.

"Hey!" Lucky Clover waved his hoof at the two mares, "We saved you a seat!"

Vinyl and Octavia pushed through the other ponies, reaching the other side of the table. They sat next to Lucky and Minuette, who were busy enjoying their waffles.

"Thanks for saving us a seat," Vinyl said, "You guys are cool."

"Hey, that's how we are," Lucky replied with a smile, "Others are slow to accept new team members. It's... A trust problem."

Neither Octavia or Vinyl liked how Lucky said "A trust problem".

"What do you mean?" Octavia asked, rather curious.

"Well..." Minuette began, "Since Team Sunshine stabbed Lyra and Bonbon in the back... None of us have really liked new members."

"Team Sunshine?" Vinyl asked.

"Oh, they're not here anymore," Explained Minuette, "They got kicked out, and changed their name to 'Team Vengeance'"

Octavia and Vinyl's eyes widened when they heard that name. They exchanged glances before Vinyl scowled angrily.

"Those jerks?" She growled with pure resentment.

Minuette nodded, "They were jerks while they were here. Everyone hated them because they were a rescue team for money and glory, not to protect other ponies. I'm surprised Lyra didn't kick them out earlier," She changed the subject, "But enough on that. Let's enjoy Carrot Top's legendary carrot waffles!"

Octavia and Vinyl finally noticed the steaming hot waffles sitting in front of them (though carrot waffles sound nasty, these are ponies after all). Vinyl grabbed the syrup, pouring it all over her waffle before handing it to Octavia. She cut a piece off before shoving it into her mouth.

"Whooooa..." Vinyl exclaimed, "These are amazing!"

"Thanks, hon," Said Carrot Top as she took a seat next to Lucky, "They're a family recipe."

Octavia took a bite of her waffle, her eyes lighting up with pure admiration, "Delicious, Carrot Top! You're very talented!"

"Thank you!" Replied Carrot with a smile, "It does my heart good to know someone likes my cooking!"

"Are you kidding?" Questioned Vinyl, "You should be a legendary cook! Or something!"

"Now I'm not that great..." Carrot's yellow face turned red, "You're just flattering me."

"I'm serious!" Vinyl insisted, "Your waffles are amazing!"

As the ponies ate their waffles, a gray pegasus mare stumbled into the room. Her mane was blonde, and her yellow eyes were facing different directions, litterally wall-eyed. Her cutie mark was a bunch of grouped together bubbles. Walking next to her was a light purple unicorn filly with the same blonde mane and yellow eyes (though they weren't wall-eyed).

"Hey! It's the Derps!" Minuette called, waving to the gray mare.

It took a moment for the mare to see her, for one eye was looking up at the ceiling, while the other was looking at the table. Her stare straightened, focusing on Minuette and the other ponies. Her smile grew as she clumsily walked over, her little companion following her.

"Hi guys!" The gray mare greeted, "Are we having muffins?"

"It's not Muffin Monday, Derpy," Carrot stated, "It's Waffle Wednesday, remember?"

"Oh darn!" Derpy replied sadly, "Oh well. Waffles are good too!" She took a seat next to Minuette.

"Oh, Vinyl, Octavia," The blue unicorn spoke up, "This is Ditzy Doo, but we call her Derpy, and Dinky Doo, her daughter."

"Hi!" Derpy greeted cheerfully, one of her eyes facing Vinyl and Octavia, while the other one looked at her hooves.

Dinky waved shyly from behind her mother.

"What's with... The eyes?" Vinyl asked, looking curious.

"Shhh!" Minuette shushed, "Derpy doesn't like it when we talk about her eyes!"

"Why? What's wrong with my eyes?" Derpy butted in.

"Nothing's wrong with your eyes, Derpy," Assured Lucky with a smile, "Don't worry about it."

"Okay!" Replied Derpy, happily digging into her waffle.

"Me and Derpy are a rescue team," Carrot spoke up, "Though we haven't been out recently. I sustained an injury to my leg on our last mission, and Derpy doesn't like going without me."

"I like going with friends!" Argued Derpy with a slight frown.

"Hey, after lunch, we can show Vinyl and Octavia around town," Lucky suggested, "I bet they'll find the town welcoming!"

"Great idea, Lucky," Minuette agreed, "We can get them acquainted with the town locals. Oh, Derpy, will you past the syrup? And don't spill it on me like the last time!"

* * *

After they finished their breakfast, Minuette and Lucky took Vinyl and Octavia down from the Guild and into the town. Carrot had to stay behind, for she couldn't do much with the injury to her leg, and Derpy and Dinky stayed right outside of the Guild, watching the world go by.

The town of Ponyville was quaint. Various stands were set up for selling various things. Different ponies milled about, and many others manned the stands.

"Every since the disasters, ponies who didn't want to join rescue teams have been gathering up supplies and selling them for our benefits and their benefits. Citizens both poor and rich have been working together to do so," Minuette explained. She pointed to an elder green mare manning an apple stand, "That's Granny Smith's stand over there. She sells apples and seeds, like revival seeds, antidote seeds, and others. Next to her is Filthy Rich's bank," She sighed, "It's ironic, because he isn't so filthy rich anymore. He lost all his money in a fire, so he decided to open a bank to protect other's money from harm."

The four walked on, until they came to a stand manned by a white, overly muscular pegasus stallion. He was so muscular that his wings were too small for his body, and veins were popping out of his legs and forehead.

"That's Snowflake's storage," Lucky pointed out, "Because he's so strong and scary looking, nopony ever steals the items he stores for team members. Next to him is Shining Armor's Armory. He sells items enchanted by the Guardians to ponies' who's talents match them."

"That's pretty much everyone," Minuette said, "Oh! I almost forgot! Down that path to the west is Dragon's Bluff. You can get an amazing view of the ocean there!"

Vinyl seemed to smile at the mention of Dragon's Bluff, as if it brought back memories.

"Thanks for being so nice to us," Octavia acknowledged, "We'd probably be completely lost without you guys."

"It's no trouble," Replied Minuette with a dismissive wave of her hoof, "We're always willing to help new ponies! By the way, now that you're a rescue team, you should probably be taking rescue missions to get your ranks up."

Octavia and Vinyl cluelessly stared at the blue unicorn mare.

"Min, they don't know how to." Lucky explained.

Minuette elbowed Lucky in the ribs, causing him to groan a little, "Then let's show them how!" She turned to the Musical Mares, "Let's head back to the Guild. We'll show you where all the missions are posted."

* * *

As the four returned to the Guild, Minuette and Lucky led the two mares to the second floor. They then led them over to a cluttered corkboard, where a multitude of letters were posted.

"This is where ponies come when they need somepony rescued," Lucky explained, "They write letters, explaining what happened, where their friend is at, and the reward for rescuing them."

"I suggest only taking missions to places you've been," Minuette warned, "You don't know how tough other places may be."

Vinyl saluted, "Gotcha!"

"Why don't you take a look and see what you can find?" Lucky suggested, pointing to the board.

But before Vinyl and Octavia could even get a glimpse at the board, Derpy suddenly dashed in, pushing the two out of the way. She jumped up and down in an anxious way, for she had a terrified look on her face.

"Dinky! Dinky! Has! Been!" She huffed, unable to catch her breath.

"Whoa Derpy!" Minuette placed a hoof on the scared mare's shoulder, soothing her nerves a little, "Use your words. What's wrong?"

Derpy looked at Minuette, pure fear in her yellow eyes, "My Dinky! She's been snatched!"

"Who would foalnap poor Dinky?" Lucky asked, rage showing slightly in his face.

"I don't know!" Cried the distressed Derpy, "We were just sitting there in front of the Guild when this... This black thing shot past us and took Dinky! I saw it heading for Mount Hoofington!"

"Why didn't you go after her?" Minuette asked.

"Because! I don't go without Carrot Top!" Derpy moaned, dramatically waving her hooves around, "And are you crazy? I'm too weak to go there! That's where gryphon eggs are nursed! I don't want to fight those things!"

"We'll go!" Vinyl volunteered, bravely stepping up to the sniveling Derpy.

"Vinyl, are you sure?" Lucky questioned uncertainly, "I mean, Mount Hoofington isn't the easiest place to go for a new rescue team. Maybe you should let me and Minuette go."

"No!" Vinyl shot back. She caught herself, feeling as though she had just remarked rudely, "I mean... No. We need to keep proving our efforts. Right Octavia?"

Octavia nodded, "Right. We'll go get Dinky back for you."

Derpy's smile widened, before she threw her arms around both Vinyl and Octavia, "Oh thank you thank you thank you! Please! Rescue Dinky and make sure she's safe! I don't want anything bad happening to her!"

Vinyl nodded, "We will. We're a rescue team, aren't we?"

"You know where Mount Hoofington is, right?" Lucky questioned, "It's on the other side of Horseshoe Bluff."

"Yeah, we got it." Vinyl said, gently pushing Derpy off. She started to make her way to the exit, but Minuette stopped her.

"You realize you're going to have to pack some supplies, right?" She questioned a little uncertainly.

"Uh..." Vinyl paused, "Yeah! Totally. I'm not stupid."

Octavia smiled and rolled her eyes at Vinyl's claim.

"You better hurry!" Derpy warned, "I don't know what that thing was, or what it wanted with Dinky, but I know it's something not good!"

"Don't worry," Vinyl assured, "We'll get Dinky back. It shouldn't be that hard!" She grabbed Octavia by the hoof and dragged her to the ladder.

"Good luck you two." Minuette said weakly.

"Should we go after them?" Lucky asked.

"No. They said they wanted to prove themselves. I'm sure they can do it by themselves!"

* * *

As Vinyl and Octavia made their way back to the town, their first stop was at Granny Smith stand. Vinyl approached, still dragging Octavia around.

"Hello!" Greeted the white unicorn, "We would like to stock up on some apples. We're going on a trip."

The old mare didn't respond. She made a noise that sounded like loud snoring.

"Vinyl, she's sleeping." Octavia noticed, elbowing the unicorn in the ribs gently.

"I see that now..." Vinyl leaned closer to the sleeping granny, "Hey. Hey! Wake up!"

The elder mare snorted, "Uh... What's that? Wake slup? Who's this slup fellow?"

"No ma'am," Vinyl corrected, "We just want to buy some apples."

"Well why didn't ya say so?" Said Granny Smith in her heavy southern accent, "I got some apples over here, hon." She started to make her way very very slowly to the back of the stand.

"Um..." Vinyl spoke, noticing how slow Smith was going, "Should we get them for you?"

"No! I got it!" Argued the elder mare, "I almost got it!" Finally, she reached the shelf holding all the buckets of apples, "How many ya want? A bucket or a half?"

"Just a half." Vinyl answered.

Surprisingly, Granny Smith was strong enough to lift the the half bucket of apples. She slowly carried them back, placing it on the counter in front of Vinyl and Octavia.

"Will that be all?" Smith asked.

"Yeah, thanks." Vinyl replied with an approving nod.

"Thirty bits."

Vinyl looked as though someone had just stabbed her in the heart, "Thirty?! But I thought it was only ten for a half bucket!"

"Prices go up, hon!" Said Smith, "Ever since them dang disasters, it's been difficult to even find an apple tree! They die before my family can even get to 'em!"

"I demand lower prices!" Vinyl said rebelliously.

Octavia held the white mare back, setting thirty bits on the table, "Here. We'll take the apples now."

"But that's an outrage!" Cried Vinyl, as Octavia grabbed her by the scruff of her neck and dragged her and the bucket of apples away, "What a rip off!"

They next went to Filthy Rich's bank. The brown stallion with his combed back, black mane and his fancy tie looked at the two mares a little disapprovingly.

"Can we store our money here?" Asked Octavia.

"It's a bank, my dear," Remarked Rich, "Of course you can. How much would you like to put in?"

"I'm putting the remaining money we have in here, Vinyl," Octavia said to the white mare, "Are you going to object to that too?"

Vinyl pouted, "No."

Octavia didn't have much, but it was enough that she didn't feel comfortable in taking it with her. She pushed a small pouch of money towards the stallion, who continued to look disapprovingly at the two mares.

"It will be kept safe here until you come to withdraw it," He said, "Have a nice trip."

"Thank you." Replied Octavia.

Next, the two went to the storage. The overly muscular pegasus, who was apparently Snowflake, stuck out his chest, as if to show off.

"Hi," Greeted Octavia, "Snowflake, right?"

"YEAH!" Screamed Snowflake, spitting on Octavia in the process.

The brown mare wiped her face clean of Snowflake spit, "And... You'll always be able to store items, correct?"

"YEAH!"

"How safe is your storage?" Vinyl asked, a small troll-like smile appearing on her face.

"SAFE AS CAN BE! YEEEAAAH!"

Vinyl exchanged glances with Octavia, "Apparently, he doesn't say much."

"Well, thanks anyway." Octavia said, once again wiping her face free of spit.

"YEAH!"

The two finally moved to the last stand, manned by a white, unicorn stallion with a blue mane streaked with lighter blue. His cutie mark was a purple shield. Though Lucky had called it an Armory, all it was was a bunch of random items hanging on the walls and laying on the floor, not weapons.

"Hi!" Greeted Shining Armor, "You're the new rescue team I heard about. Musical Mares?"

"That's us!" Vinyl said with a smug smile.

"So, what brings you to my Armory? Looking for some new weapons or something else?"

"Weapons?" Vinyl questioned, "But these aren't weapons..."

Shining cocked an eyebrow, "Maybe to some. It depends on your talent."

Octavia pulled the cello bow out from her mane, setting it on the counter in front of Shining.

"Wow!" He gasped, taking a closer look at it, "Mahogany wood with a triple twisted string! This is one of the rarest kinds! The most coveted among cello players too! Where did you get it?"

Octavia paused, "I... Don't know. I don't remember. I was only wondering if you might have a cello to go with it."

Shining frowned, "Sorry, fresh out of cellos."

Vinyl scanned the back wall of Shining's stand. Her eyes were locked on a small, single speaker stereo with ornant music note designs on the sides.

"You seem to be taking a liking that Bass Cannon." Said Shining, noticing Vinyl's like of the stereo.

"Bass Cannon?" Vinyl questioned, a sparkle in her eyes.

"You should be able to handle it," Shining said confidently, "You're a DJ with talent, I know that."

"How do you know? You've never even heard my songs."

"My wife is one of the Guardians. She talks about you all the time. Especially your dubstep!"

"You mean, Princess Cadance?" Asked Vinyl, looking surprised.

"Of course! And she told me that you would become a member of a rescue team, so she told me to keep this Bass Cannon just for you. Good thing you came before somepony else got it!"

"Oh! Then I'll take it! How much?"

"Free for first time customers," Shining explained, taking the small stereo off the shelf, setting it in front of Vinyl, "If it truly is your talent, you should be able to command it with just your voice."

Vinyl seemed interested in this. Taking a deep breath, she said in a commanding tone:

"Compact!"

Immediately, the stereo shrunk down to the size of a wallet. Vinyl's mouth hung open agape, before it grew into a large smile.

"Cool!"

"You can use it to defeat monsters and other threats you might find while you're exploring," Explained Shining, "Of course, you'll have to train with it. Guardian enchanted items like this need to be trained with before completely mastering it."

"Alright, thanks!" Vinyl replied, before she and Octavia took off down the road, past the Guild, and out into the wild. They slowed to a walk when they left the Guild behind and entered the woods.

"We can't waste a lot of time," Octavia warned, "We don't know what that thing was that kidnapped Dinky, nor what it would want with her, but I'm sure it's nothing good."

"It can't be a gryphon," Vinyl pointed out, "The Guardians made peace with them a long time ago."

"Who are these Guardians everypony keeps talking about?" Octavia questioned, cocking an eyebrow with curiosity.

"Didn't I tell you to go read it about?" Recalled Vinyl, narrowing her eyes at the brown mare.

"Uh..."

"Well, since we got a pretty long way to walk, I might as well tell you," Vinyl cleared her throat, "You see, when Equestria was founded, there was just Princess Celestia and Princess Luna, rulers of the day and night. When Equestria kept getting attacked by hostile creatures, they formed the Elements of Harmony. Later, six mares took control of the Elements, and even later, they all became Alicorns in order to protect Equestria. The Elements became the Harmony Gears, and were implanted in the earth, all around Equestria. They keep order, and super dangerous creatures out of the land, and keep us ponies safe from harm." She looked at Octavia, "Get it now?"

Octavia hesitated, "I think so. Who are the Guardians?"

"Well, there's Princess Celestia, who guards the Tower of Noon, which controls the path of the sun. Then there's Luna, guardian of the Tower of Midnight, which controls the moon. Princess Cadance, who regulates the amount of love in Equestria. Then there's the Gear Guardians... Pinkie Pie, Guardian of Laughter, Applejack, Guardian of Honesty, Rainbow Dash, Guardian of Loyalty, Fluttershy, Guardian of Kindness, Rarity, Guardian of Generosity, and Twilight Sparkle, Guardian of Magic. I... Think that's all."

"That's a lot to remember." Octavia stated, chuckling a little.

"Nine in all," Vinyl added, "When you've lived in Equestria all your life, you know their names by heart. I guess I understand why you ask about them. You know... With your amnesia and all."

"Please don't remind me."

The two walked on until the sight of a small mountain came into view over the trees. The peak was too short to be covered in snow, which relieved both mares, who disliked the cold.

"Mount Hoofington," Vinyl spoke, "This is where gryphons lay their eggs and the newborns are nursed and raised."

"Yep." Replied Octavia, nodding.

"Let's hope we don't run into any of them then." The white unicorn prayed outloud.

The two continued on in silence. Vinyl kept taking her bass cannon out to look at it, looking at all the buttons and switches. The mountain was getting larger the closer they got to it. Finally, after a little more walking, they reached the foot of the mountain. A cave was gouged out in the side, allowing for easy climbing.

"Well, let's go." Octavia said, leading the way. Vinyl lit her horn, allowing for them to see in the darkness. Octavia drew her cello bow, carefully examining the every corner of the cave. Eggs of different colors lined the walls, protected by nests of sticks, straws, and spiderwebs.

"How tall is this mountain?" Asked Vinyl, looking back at the cautious Octavia.

"Not horribly." Replied the mare, "C'mon. We need to hurry."

The two sped up to a gallop, avoiding gryphon eggs as they went. Octavia pulled ahead, as Vinyl fell behind, getting caught up in the multitude of gryphon eggs.

"You okay?" The brown mare asked, slowing down a bit.

"Fine!" Vinyl called back, "I'm just fine! Perfectly-!"

_Crrrraack!_

Octavia paused, knowing that sound meant something bad.

"Vinyl..."

"Yes...?"

"Please tell me you didn't just break a gryphon egg..."

"Uh... Okay, I won't. But I would be lying..."

"Vinyl!"

"I didn't mean to! I'm sorry!"

Octavia trotted back over to where she had heard the crack. Vinyl was standing there, her left hoof covered in egg yolk while she stared sadly at the broken shell of a green egg.

"Viiiiinyl..." Octavia scolded.

"I didn't mean to!" Cried a distressed Vinyl, "It was an accident! I wasn't watching where I was going!"

Octavia sighed, "Well, it's just a good thing that there's no adult gryphons around, or we would probably be in serious trouble."

Vinyl's eyes suddenly dialated, as she stared at something behind Octavia, "Uh... I think you might want to rethink that statement..."

"Why so?"

Vinyl pointed directly behind Octavia. The brown mare whipped around, discovering a large, ugly female gryphon. Her eagle half was black, while her lion half was dark brown, and her wings were of the same color, the tips of them being black. She was not attractive by gryphon standards, for her face was covered with moles, and her beak was gnarled and twisted. She wore a green do-rag and an ugly, out-of-style floral-print dress. Neither ponies could tell if she was angry, for she appeared to be scowling eternally.

"You break egg?" She asked in a Russian accent.

"Uh..." Octavia started to play with a rock absentmindedly, "We're sorry sir-... Ma'am. We were only trying to save a filly who was kidnapped and taken here. We were only passing through!"

"You murder baby gryphon!" The elder lion-bird screeched.

"No no no!" Corrected Octavia, holding her hooves up in surrender, "It was an accident! We didn't mean to!"

"I don't like ponies!" She argued, refusing to listen to the two mares, "You not trustworthy!"

Octavia drew her cello bow, "Please ma'am. We only wish to get to the peak!"

"So you destroy more eggs? I no allow it!"

Octavia backed up, Vinyl hiding behind her, as the gryphon advanced, making noises that sounded like a cross between a screech and a roar. The beast lunged, baring her claws, but Octavia grabbed Vinyl and rolled to the left. Quick as lightning, Octavia stood up, slashing the gryphon's tail with her bow. She roared in protest, but quickly turned around, getting her eagle eyes set on the Vinyl instead.

Vinyl took out her bass cannon, expanding it to full size. In desperation, she pressed a button. Nothing happened. Panicking, she pushed all the other buttons and pulled all the switches, but still, nothing happened.

The gryphon screeched, lunging for Vinyl, but Octavia jumped on her back, grabbing her by her neck and pulling up on it. The beast did not like this, and attempted to throw Octavia off, but the mare held fast. Vinyl tried everything to get the bass cannon to do something, but failed to do so. Octavia once again, did a very impressive thing. She grabbed the gryphon's front claw, pulling it up behind her back, and bending it in an unatural way. The beast went down, screeching in pain, as Octavia pulled her claw back further and bent it more.

"Let us pass!" The mare demanded.

The gryphon only roared.

"Octavia! Stop!" Vinyl commanded, running up to the two, "You're hurting her!"

"I mean to hurt her!" Octavia yelled back.

"Well stop! Now you're just being a big bully! We shouldn't hurt others in the process of having to save somepony else!"

Octavia suddenly hesitated. She reluctantly dropped the gryphon's claw, causing her to fall to the ground in defeat. The mare hopped off her back, trotting back over to Vinyl.

"I was only doing it because she attacked us!" Objected the cello-player, "It was self defense!"

"I understand that, but maybe we can strike up a deal that doesn't involve violently hurting her."

"I like white pony's idea!" Agreed the gryphon, standing up again.

"Well, with that being said," Octavia replied, narrowing her eyes at the gryphon, "What can we do that will allow you to let us pass through?"

The gryphon scratched her chin, apparently deep in thought. Her face lit up with happiness.

"Help care for baby gryphons every Saturday!" She said.

Octavia and Vinyl exchanged glances, as if silently discussing the proposal.

"That seems fair," Vinyl agreed, "We'll come every Saturday to help with the baby gryphons. Oh, and I'm sorry my friend hurt you."

Octavia glared at the unicorn.

"Apology accepted! Now, I will let ponies pass." The beast cheered happily. She moved aside, allowing for the Musical Mares to pass, "Oh, my name Gretchen, by the way! I happy that you can help with baby gryphons!"

"It's very nice to meet you, Gretchen," Vinyl replied politely, "Thank you for being reasonable!"

Gretchen nodded, as the two mares galloped away, further into the cavern.

"That was really kind of you to do that, Vinyl," Octavia stated, "To think, I probably would have knocked that poor gryphon out if it weren't for you. She was only trying to protect her eggs, and I shouldn't have been so hasty."

"Hey, at least Gretchen was reasonable," Replied Vinyl with a shrug, "So we have to care for some baby bird-lions every weekend? At least we made a friend and not a foe."

"I doubt whatever we're going to face at that peak will be as reasonable as her, though," Said Octavia with a pessimistic air, "Speaking of which, we're almost to the peak. Let's hurry!"

The mares sprinted, until a ladder leading up to the light could be seen. Quickly as possible, Octavia and Vinyl clambered up the ladder, emerging at the peak of Mount Hoofington. Vinyl shielded her eyes against the bright noon sun, looking over the land spread before them.

"Hey look!" She shouted, "I can see Ponyville from here!"

Octavia was too busy with finding Dinky. She drew her cello bow, scanning the area for the enemy that had taken her. A small sound made her ear twitch to the area above. She glanced up, discovering the light purple unicorn, trapped on a small ledge about ten feet in the air. It was Dinky who appeared to have been crying and sniveling.

"Dinky!" Exclaimed Octavia, "How in the world did you get up there?"

Dinky sniffed, "I don't know! I'm scared and I want my mommy, Miss Octavia! Get me down before that thing comes back!"

"That thing?" Vinyl asked, trotting over, "Dinky, what kidnapped you and where is it?"

"I don't know what it is!" Cried the scared little filly, "But I want to go home! Please get me down!"

"Just one thing," Vinyl interrupted, "How the heck are we gonna get up there?"

"Vinyl, climb on my back," Said Octavia, crouching down, "Maybe we can reach her if we pile up."

"Oh," Vinyl said, suddenly blushing from her stupid moment, "Duh, that will work."

But before Vinyl could climb onto her friend's back, the fur on the back of Octavia's neck stood on end. She heard the sound of buzzing wings, like an oversized bumblebee.

"Get down!" She screamed, rolling out of the way.

"Wha?" The clueless Vinyl questioned. But she didn't have time to "get down" for a green light blasted her into the wall, knocking her clean out. Octavia glanced up, discovering the attacker and kidnapper.

The thing was like nothing Octavia had ever seen. It was similar to a pony in body, but it was slightly smaller than Octavia. Its coat was jet-black, its eyes were emotionless blue, its mane was just a single fin running down its neck, and its fly wings buzzed anxiously as it landed. But that wasn't even the weirdest part. The thing's legs were filled with holes, like moldy Swiss cheese, and so was its wings and tail.

"And you are?" It asked in a strange, echoey voice, apparently male, but Octavia couldn't be completely sure.

"I might ask you the same thing, kidnapper." She rebutted.

The thing made a hissing noise, like compressed gas being released, "I am Thorn the changeling. I only kidnapped this filly because I need somepony's love to feed off of. I will starve if I don't."

The name "Changeling" sounded familiar. Octavia remembered that the changelings were social animals that were half pony, half insect. They liked to take the form of other ponies and gain power by feeding of their love for that pony. To Octavia, it was a cruel way to eat, and she remembered the changelings were indeed heartless creatures. An angry scowl crossed the mare's face.

"That's no excuse!" Octavia argued, coming up to the changeling fearlessly, "Dinky has a mother who's worried sick about her! You can't just go around kidnapping whoever you want! That poor child is terrified!"

"I have no choice, fool!" Thorn hissed, showing off his sharp fangs, "I don't want to starve to death, and the only way to keep myself alive is by manipulating you stupid ponies for love!" His horn started glowing a murderous green, "I suggest you leave, before I feast off your and your friend's love."

"Not without Dinky." Octavia growled, pulling out her cello bow.

"Then you won't be leaving!" Thorn fired a blast of green magic. Octavia managed to jump out of the way before the blast hit the wall, causing rocks to crumble down in a mini avalanche.

Before Octavia could even register what was going on, Thorn had bit at the scars on her front leg. Luckily, his fangs only lightly grazed her scabbed over skin, causing mild bleeding. Octavia came back by quickly throwing a small rock at Thorn's face, hitting his eye and causing him to recoil. The brown mare took this chance by charging at the changeling, preparing to slash him with her bow. But Thorn was surprisingly quick to recover, for he whipped around, using his hind legs to buck the charging Octavia in the stomach. The hit sent her flying across the peak, and to the very edge of the mountain. Thorn had her pinned in little time, as her head hung over the side of the cliff. She gulped, seeing the ninety foot drop to the jagged rocks below.

Octavia struggled against the weight of the changeling, but her strength had been taken with the buck to her stomach. Thorn hissed, his fangs glinting in the afternoon sun.

"I warned you," He growled, "Now, you shall pay!"

Octavia's eyes widened when she realized what the changeling was about to do. Thorn reared back, about to come down in one mighty swoop and bite into the mare's vulnerable neck. But he never got a chance to. The cello-playing mare wasn't sure what happened, but she remembered a blast of blue rocketing past her, throwing Thorn over the edge of the mountain. The ear-splitting sound of heavy electronic music assaulted the mare's eardrums, causing her head to throb.

When the music finally faded, Octavia sat up, discovering Vinyl with her bass cannon, expanded into full size. The speakers were still smoking and crackling from the recent use.

"Hey look!" Cheered the white mare, "I figured it out! And just in time too!"

Octavia stood up, her ears still ringing from the loud dubstep bass drop. Never had she been so thankful for electronic music as she was now. The mare ran over to Vinyl, hugging her.

"You saved my life!" She cried.

"Hey! No biggie!" Replied the unicorn, a smug smile suddenly appearing on her face, "That's what a team is for, isn't it?"

But their celebration was cut short, for a groan was heard behind them. They turned, discovering Thorn clambering over the edge of the cliff, pulling himself up with all his remaining power. He glared murderously at the Musical Mares, but couldn't find the strength to attack again.

"Take her," He growled, "Take the filly and go! Leave me to starve!"

Vinyl happily trotted over to Dinky, who was still trapped on the ledge. As she coaxed her to jump, Octavia felt pity for the changeling, even though she knew she should not. Reluctantly, the mare searched through her bag, finding the biggest, juiciest apple she had bought. The mare trotted over to Thorn, who at first, hissed at her. But then he saw the apple that Octavia laid in front of him, and his snarl faded.

"Here," The brown mare said, keeping a straight face, "I know it's not your favorite, but at least it will hold you over until you can find something else to eat."

Thorn stared at the mare, before he took the apple. He kept glancing at Octavia, a puzzled look in his pure blue eyes.

"After I attacked you?" He asked, "You still show mercy?"

Octavia shrugged, "A rescue team isn't supposed to hurt, but to help. This is helping you to stay well fed."

Thorn looked at her with a mix of confusion and happiness, "Th... Thank you. I'll... I'll leave your town alone in repayment."

"Why aren't you with your kind?" Octavia asked, "I thought you changelings were social."

"I was kicked out of my swarm," Replied Thorn, dropping his gaze down to the ground, "I can't change my form as my brothers and sisters can, so my Queen deemed me unworthy of her growing army."

"Well, your Queen is a jerk."

Thorn chuckled, "Thank you again for being so merciful. I shouldn't have taken that young filly from her mother."

"As long as you don't do it again. Why don't you find somewhere to settle down?"

"I can't. Other ponies aren't like you. They don't accept my kind because we look and act so different from each other."

Octavia replied with a small frown, "That doesn't surprise me. It seems like a lot of ponies are jerks nowadays."

Thorn nodded, "Thank you anyway, Miss..."

"Octavia."

"Octavia. Thank you. I hope to repay you somehow, someday."

With that, Thorn stretched his fly wings, before powerfully launching up into the sky, disappearing behind the fluffy clouds. Octavia felt guilt storm into her, feeling so sorry for Thorn. She didn't know what it was like to have your own kind not accept you for who you are, but she knew it must have been horrible. She was glad, however, that she had followed Vinyl's example and solved the problem without violence, and gaining an ally in the process.

"Here!" Vinyl yelled, "Give me your hooves!"

Octavia had completely forgotten about her companion and their mission. She quickly galloped back over to Vinyl, assisting her in getting Dinky down from the ledge. About five minutes later, they finally managed to get the unicorn filly down, calming her after her frightful experience.

"Hey, where did freaky Cheeselegs dude go?" Asked Vinyl, turning to Octavia.

"He left," The brown mare replied, "I managed to solve the problem without violence, like you did with Gretchen. I gave him something to eat and he promised to leave Ponyville alone."

"Cool!" Vinyl replied, patting Octavia on the back, "I'm proud of you, Tavia! Not everypony can be helpful to all types of creatures, especially weird creatures like him, but we can!"

"He was a changeling," Explained Octavia, "He was kicked out of his own family and forced to live as an exile. I couldn't just not help him."

"Can we go home now, Aunt Vinyl?" Dinky interrupted, gently pulling at Vinyl's tail.

"She's right," The unicorn agreed, "We better get back to the Guild. Derpy will be happy to know that we saved her kid."

* * *

"A changeling?" Questioned a curious Carrot Top.

"Did teach him a lesson he wouldn't forget?" Asked Minuette.

"Did you see any gryphons?" Lucky added.

"Yes, not exactly, and yes." Octavia answered. She and Vinyl stood in the middle of the Guild members and answered their many questions.

"A changeling, you say?" Bonbon asked, rubbing her chin, "Changelings are a rare sight indeed. The Guardians struck up a deal with the changeling Queen Chrysalis long ago, promising her and her changelings their own land as long as they didn't attack Equestria. Seeing one so far away from its home isn't common."

"I'm just glad that my daughter is safe!" Cheered Derpy, holding Dinky close to her, "Thank you Musical Mares! You're amazing!"

Vinyl and Octavia blushed a little.

"What an event-filled day!" Declared Lyra, pushing through the crowd, "I'm so glad you've completed your next mission, Musical Mares. You've truly proven your worth to be apart of this rescue team. I'm proud!"

"Thank you, Miss Lyra," Vinyl replied with a smile, "I hope I don't sound corny... But we'll continued to do our best."

"No offense, but that did sound corny." Trixie muttered, but Carrot violently elbowed her in the side.

"Well, with everypony safe and sound, why don't we retire to our rooms?" Suggested Lyra, "I hope that tomorrow will be as fruitful as today. Goodnight, teams!" The mint-green unicorn turned, heading back to her room. Everyone else followed her example and trotted back towards their rooms.

"I don't have any money," Derpy suddenly spoke, trotting up to the two mares, "I can't pay you for saving my daughter... I hope you can find my thank you enough."

Vinyl and Octavia exchanged glances. But they both smiled reassuringly at the gray mare.

"Hey, we don't need a payment," Vinyl said, placing a hoof on Derpy's shoulder, "Rescue teams don't need money for saving somepony's life. Don't sweat it."

Derpy smile grew wider than before, "Really?! Thank you Musical Mares! You're even awesomer than I said before!" The mare began to stumble awkwardly away, her little companion trotting at her side.

"That feels good," Spoke Vinyl after Derpy had left, "I really enjoy helping others. Don't you?"

Octavia nodded, "I must admit, there's nothing quite like the feeling of completing a mission and seeing the happy faces of the ponies we rescue."

"Agreed!" Vinyl cheered, grinning ear-to-ear. She shuffled her hooves, "We better get to bed. Who knows what we'll be doing tomorrow. I'm excited!"

Octavia nodded, "Good idea."

And so the two trotted to their rooms, their spirits higher than ever. Octavia however, couldn't shake the feeling that their happiness wouldn't last long.

_Something bad is going to happen,_ a voice spoke in the back of her mind.

* * *

**Jeez! This seemed to take forever! But I'm glad I'm finally finished with this chapter. I rushed this one a little at the end (probably pretty obvious, and a big mistake), but I was sick of writing this chapter so... Anyways, read and review! Have a nice day!**


	7. The Trouble With Apples

**UGH! I'm so sorry I haven't updated. I accidentally deleted a chapter that was intended to be the Waterfall Cave part of the story. I got so discouraged that I decided to skip it altogether. Anyway, here's the next chapter, now skipping the part about the main team and the antagonist team competing to bring a special apple back to the guild master. Enjoy, and leave a review if you can!**

* * *

That night, Octavia had a strange dream. She found herself at the peak of a tall, snowy mountain, where a beautiful lake sat before her. Multicolored crystals were everywhere, changing colors periodically. Octavia wasn't sure if it was the crystals, or something else, but the lake appeared to be glowing a slight red. Truly, the place was beautiful, but awfully cold.

Octavia took a few steps foward. Though she could not interact with her dreams, she could certainly move around and explore them. While coming closer to the lake, she discovered an Alicorn mare sitting at the edge of the water.

The Alicorn had a perfectly clean, bright cyan coat. Her mane was a wild mess of rainbow colors, and her outstretched wings were large and strong, full of feathers. Her horn was currently glowing, causing the crystals to change colors. Octavia noticed that her magenta eyes were wild, but full of pure truth, as if she was more loyal than a canine.

The words connected to Octavia. Loyalty, Guardian of Loyalty. The Alicorn was Rainbow Dash, no doubt about it.

Rainbow Dash was pleasing to the eyes in a wild, untamed way, like a cheetah, but she radiated the pure, unconditional loyalty that was hard to come by. Even being around her made Octavia want to stay completely loyal to her recent friends at the Guild.

Rainbow suddenly seemed to sense a prescense, as her ears pricked and she whipped around. Luckily, it wasn't Octavia that she sensed, but a different pony, who had just come into the area. There was a shadowy figure of a stallion just standing there a few feet away from Rainbow Dash, his head down in a sorry way.

"Who are you?" Growled the Alicorn, seeming to sense that the stallion was here to cause harm.

He did not reply.

"Don't just not-answer!" Rainbow snarled, now standing tall, "Who are you and what do you want?"

The stallion looked up, showing his light blue eyes. Octavia wasn't sure if she was imaging things, or if the stallion was crying.

"I'm sorry." He said in a gruff voice with an accent that the brown mare couldn't place. He pulled out a small gadget that began to glow blue. Suddenly, an ear-piercing shriek filled the area, sounding like nails against a chalkboard; only ten times worse.

The horrible noise was so loud, it forced Rainbow to her knees. She cried in pain as the stallion jumped over the Alicorn and into the lake. The noise stopped, and Rainbow could finally stand again, only now the stallion was gone. Very unexpectedly, the gentle red glow from under the lake had stopped completely, leaving the clear blue water now as black as night.

Panic could clearly be seen in Rainbow Dash, as the area around her suddenly began to turn gray, lifeless, and cold. She shrieked in terror, flying away from the mountain before the gray could get her. It was probably the most horrible scene that Octavia had ever witnessed. The beautiful multicolored crystals were drained of their colors. The evergreen trees lost their leaves as their trunks became weak and spindly. Even the air seemed to lose its once clean scent, and became dank and lifeless.

"No!" Cried Rainbow Dash, "No! No no no! Oh no! No! This can't happen! This can't happen! _This can't happen!_"

"WHERE IS MY ZAP APPLE?!" A familiar voice ripped through Octavia's dream, waking her, and almost giving her a heartattack in the process. She shot up, discovering that she was still in her chambers. Vinyl laid a few feet away from her, her eyes the size of dots from being woken up so suddenly.

"Was that Lyra?" She asked.

"I think so," Octavia replied, her face twisting a little from confusion, "Why is she screaming about an apple?"

"Well, let's go find out."

The two mares walked out of their room and into the team room. They discovered Lyra pacing the floor with pure anger on her usually happy face. Bonbon stood next to her, looking sulky as usual.

"Lyra, it's an apple," She growled, "We have plenty more in the storage."

"I don't want a normal apple!" Argued Lyra, stomping a hoof in frustration, "I want my Zap Apple, and only my Zap Apple! No less!"

Bonbon shook her head sorrily, "Lyra, it's all the way out in the deepest parts of Sweet Apple Acres. Nopony wants to go all the way out there for one apple."

Lyra noticed the Musical Mares on the other side of the room. A smile that looked almost sinister crossed her face.

"I know somepony who does!" The mare replied, happily skipping over to the two mares, "Musical Mares! Won't you do me the favor of getting a Zap Apple from the deepest parts of Sweet Apple Acres?"

Vinyl and Octavia exchanged unsure glances.

"Sure." Said the white unicorn.

"Oh excellent!" Cheered Lyra, hugging the two mares with the strength of a python, "Please don't fail me. This is more important than anything!"

"Lyra... You're choking us..." Whimpered Vinyl.

"Oh," The mint-green mare reluctantly let go of Vinyl and Octavia, "Sorry. Just don't fail."

The two mares saluted, before turning and making their way to the ladder. However, Octavia didn't see where she was going and bumped into another pony.

"Watch where you're going, Music Butt." A snooty female voice growled; a voice that Octavia dreaded hearing again.

Standing before her and Vinyl was an orange unicorn with a fiery mane, a mint-green pegasus with a yellow mane, and a gryphon, all staring smugly at the two mares.

"Team Vengeance!" Roared Bonbon, immediately looking as though she wanted to violently attack the team, "You bother to show your faces around here after what you did to us?! Why I oughta..." She stopped herself, "What are you doing here?"

"To accepted your apple mission, of course." Sunset Shimmer sneered. She turned the Musical Mares, noticing that Octavia looked a little queasy, "What's wrong, 'Tavia dear? Does the thought of someone taking your mission make you feel bad?"

"Leave her alone!" Vinyl shot back. She looked at her friend, who now appeared to be staring into space, not even paying attention to the conversation.

"Why would you even want to accept the mission?" Asked Bonbon, scowling at the three, "You're not even apart of the Guild anymore!"

"That's none of your business," Growled Sunset, "And also, whoever accepts the mission first takes the mission. The mission giver has no say in it. That's the biggest rule in rescue teams."

"Actually, Musical Mares accepted it first." Bonbon said with a smirk.

Sunset scowled, "Then we'll fight them for it."

"Didn't you three learn anything from last time?" Vinyl reminded, "Not to mention, I just got a new bass cannon, so I'll be able to blast you into oblivion!"

"No!" Screamed Lyra, stepping between the two in order to make peace, "I will not have fighting in my Guild! We are supposed to work together as a team!"

"How do we settle this then?" Asked Bonbon. She glared at Team Vengeance, "Since some two ponies and one gryphon refuse to realize their place..."

Lyra rubbed her chin, "I know! We'll make it a friendly competition! Whoever can get the apple first will be rewarded! How about it, Vengeance? Musicals?"

Sunset, Lightning, and Gilda all shared the same smug smirk as they each nodded in agreement.

"That's no fair!" Cried Vinyl, "We accepted it first! Right Octavia?"

Octavia didn't reply. She continued to stare off into space.

"Then it's settled!" Lyra concluded, "The team that gets that apple first and brings it back here will be the team that wins!"

"Easy as pie," Said Sunset, "But first... Let's get rid of the competition!"

Faster than any of them could react, the orange unicorn fired a beam of magic at Vinyl and Octavia, blasting them into the wall. Before anyone could object, the three were gone, leaving Octavia and Vinyl nearly knocked out from the hit.

"Scratch and Octavia!" Screamed Bonbon as she trotted over, "Don't just stand there! Go get that stinkin' apple!"

"Bonbon, there's something wrong with Octavia!" Vinyl shot back, "She's not responding to anything I'm doing! I can't just drag her out into the wild!"

Indeed, Octavia was just laying there, her only movement being her breathing.

"I don't care!" Snarled Bonbon, "You can't let Vengeance get that apple! I can't stand the sight of them winning!"

Octavia groaned and shifted as her purple eyes slowly slid open.

"What happened?" She asked.

"Sweet Apple Acres. Zap Apple. Beat Team Vegeance. _NOW!_" Screamed the cream mare, causing both Octavia and Vinyl to bolt towards the ladder in fear.

* * *

"What happened back there, 'Tavia?" Vinyl asked as the two made their way through town, heading to Sweet Apple Acres, "You blanked out. Was it because Sunset Shimmer hit you?"

"No," Answered Octavia, "When I bumped into her, I got that dizzy feeling again, like when I walked into Lyra's chamber. I saw something that I'm certain happened in the past, or will happen soon."

"What did you see?"

Octavia hesitated, "It was Sunset. She was talking to someone, but I couldn't see who. The other pony said something like... _You're not deserving to be my apprentice. You want to use your teachings for evil purposes._"

"Anything else?"

"Sunset said back to it: _Well forget you! I didn't want to be your apprentice anyway_!"

"That other pony is Princess Celestia," Vinyl concluded, "I'm sure of it. Sunset was once Celestia's student, but she was dismissed. That's why she's so bitter to everypony."

"How did you know?"

"Minuette and Lucky told me." Vinyl paused, suddenly deep in thought, "What I don't understand, is how you were able to see that when you weren't even there when it happened."

"It's almost like what happened in Lyra's chamber," Octavia explained, "I felt really dizzy and sick to my stomach before everything went black. Then I saw or heard events that happened in other times."

"Maybe we should talk to Trixie about it? Since she is the Guild's supposed 'Medic'."

"I doubt she can help."

"It's worth a shot."

The two stopped talking when they came upon a huge apple orchard. A large red barn sat upon the hill overlooking the acres and acres of apple trees. Said trees were filled with red delicious, golden delicious, Granny Smith, and many other apples that sparkled in the afternoon sun.

"Wow," Breathed Vinyl, "That's a lot of apples."

"It ain't half as many as we usually have!" A familiar voice yelled from behind.

Vinyl and Octavia turned, discovering an elder, green mare approaching them slowly.

"Oh, hi Granny Smith," Vinyl greeted, "What do you mean?"

"I done told ya not two days ago!" The elder mare said, "Thanks to all them weird disasters, apples have been hard to grow! Not to mention, we lost our best apple bucker when she went to guard that dang Element of Honesty!"

"Don't you still have Big Macintosh?" Asked Vinyl with a cock of her head.

"Yeah! But he's gotta work for that... Uh... Uh... What's that human-obsessed gal's name?"

"Lyra?"

"Lyra! Yeah! He works underground in that uh... The hoofprint reader thing."

Vinyl and Octavia remembered. Big Mac must have been the pony under the grate at the Guild that could tell a pony's talent and race just by looking at their hoofprints.

"You didn't happen to see a unicorn, pegasus, and a gryphon run by here, did you?" Octavia asked, derailing the subject.

"You mean Team Vengeance?" Smith questioned, her mood becoming grave, "Darn tootin' I did! I couldn't stop 'em, and I was just coming to the Guild to tell you about it! I don't trust 'em with my apples, and I bet my hip that they went back there steal some! Well, I hope them Timberwolves tear 'em to shreds for doing so!"

Vinyl gulped, "Timberwolves?"

"Ya bet your magic there is! They don't come up here to the parts we own, but in the parts that Sweet Apple joins the Everfree Forest, that's where they are."

"That's where the Zap Apples are too, right?" Questioned Octavia.

"Yup!" Smith paused, narrowing her eyes at the cello-player, "Wait. Who wants to know?"

"No reason!" Octavia quickly answered before she grabbed Vinyl's hoof and ran off towards the back of the orchard.

"But Octavia!" Cried Vinyl, looking quite scared, "There's Timberwolves back there..."

"Well, we have my cello bow and your bass cannon," Octavia assured the frightened unicorn, "Those wood demons won't know what hit them."

Vinyl's nerves seemed to ease a little, as the trees around them became thicker. There were almost no apple trees around, as gnarled, creepy-looking trees grew in their place. The area seemed to get darker, for the branches above were so thick, they almost blocked out the sun.

"I'm guessing we're in the Everfree Forest now." Said Octavia with a hint of doubt.

"Meep...!" Vinyl whimpered.

"Vinyl, what are you so afraid of? We've fought Seaponies, a gryphon, and a changeling, and you're scared of trees?"

"I'm not scared of the trees," Vinyl explained, looking up at the trees around them, "I'm scared of what's in them! Granny Smith already mentioned Timberwolves, but there's even worse creatures out here then them!"

"Oh really?" Octavia replied with heavy sarcasm.

"Like cockatrices!" Vinyl continued, "Just one glances into their beady red eyes turns you into stone! Or the hydra! It has multiple heads that all try to eat you or stun you with poisonous bites!"

"Okay Vinyl, that's-" Octavia started to interrupt, but Vinyl was on a roll and kept going.

"Or Cerberus, the three-headed dog from Hades! One time, he got into Ponyville and nearly destroyed everything! I bet he likes to come here and eat alive ponies so he can eat them again in the underworld!"

"Vinyl!" Octavia objected.

"Or the worst of them all..." Vinyl paused with horror.

"Vinyl, you're not helping!"

"Bus drivers!" Exclaimed the white unicorn, her eyes shrinking with fear.

"_Vinyl!_ Will you please just stop?" Begged a distressed Octavia, "Now you've got me scared!"

Vinyl looked down, "Sorry."

The two walked on, now more nervous than ever. Vinyl wouldn't stop assuring herself, saying things like "Don't be scared! There's no Timberwolves!" or "I've got a bass cannon. No cockatrice is going to make me a lawn ornament!"

Octavia however, couldn't stop scrunching her nose. There was an awful stench in the air, much like sulfur that made her almost gag. Vinyl had just picked up on the scent too and was starting to cough violently from it.

"What is that smell?" The unicorn questioned.

A distant memory suddenly came to Octavia; the scent was actually familiar. The sounds of blood-curdling howls suddenly echoed through the woods, freezing both mares in place.

"Oh Celestia..." Vinyl cursed, "Please tell me that's not what I think it is?"

"Timberwolves..." Octavia breathed, her eyes widening in pure fear.

As soon as she said this, three, dark figures jumped from the bushes beside them. They were like wolves in body, but they were completely made out of wood. Their glowing green eyes looked murderous as they licked their wooden chops in anticipation.

"Run!" Octavia screamed.

The two mares took off in the opposite direction as the Timberwolves gave chase, barking and howling eerily. The wolves could cover more ground, for they had longer legs than Octavia and Vinyl. They started closing the distance between theirselves and the two panicky mares.

"Should we blast them?" Vinyl huffed, ready to take out her bass cannon.

"No!" Objected Octavia, "By the time we turn around to attack them, they'll already be on us! Keep running!"

* * *

Meanwhile, deeper in the woods, Sunset Shimmer, Gilda, and Lightning Dust were busy picking rainbow colored apples from one lone tree in a small clearing.

"I can't believe this is the only one left," Lightning stated as she picked the apples from the tree and placed them in the bucket below, "Back before the disasters, there were tons of these Zap Apple trees. Now there's only one left in all of Equestria."

"That's the Apple family's problem," Said Gilda with little concern, "They shouldn't put their apple trees all the way out in the middle of the Everfree Forest. Good gosh, it's common sense! I guess those hillbillies have none."

"Will you two quit talking and pick faster?" Snarled Sunset, "Those Music Butts will be on us anyday now! We have to show them up!"

Lightning and Gilda rolled their eyes and picked more apples. They picked as many as they could before the bucket overflowed and could no longer fit anymore. Immediately, Sunset picked up the bucket and galloped off, her two friends close behind.

"Ha! I knew this would be easy!" Laughed the orange unicorn, "Those rookies are so inexperienced, they probably don't even know where to look for the Zap Apples! Don't you agree that I am so clever?"

Lightning and Gilda stayed silent, not agreeing with Sunset mentally.

"Don't you?" The unicorn growled intimidatingly.

"Oh! Yeah yeah! Of course you are!" The two cronies agreed, nodding their heads nervously.

"Oh, I am, aren't I-?"

Luckily, Sunset's self-worshipping was cut off when something tackled her, knocking her clean into the bushes and spilling the apples all over the forest floor. Gilda and Lightning Dust looked up, discovering Vinyl and Octavia standing there with panicky looks on their faces. There was something closing in on them a few hundred yards away, though the gryphon and the pegasus couldn't make it out.

"Timberwolves!" Exclaimed Octavia, "Leave the apples! Run! I'll hold them off as long as I can!"

"I'll help too!" Vinyl volunteered.

Octavia didn't argue as Gilda and Lightning took off into the bushes, attempting to backtrack without meeting the wolves. The brown mare and Vinyl stood bravely against the three wolves, who were barely a few yards away. Octavia drew her bow and Vinyl expanded her bass cannon as the Timberwolves approached very quickly. As the first wolf lunged, Octavia slashed it across the face, then used all the power in her hind legs to buck its head. The wolf's head exploded into millions of wood shards before the rest of the body fell apart with it.

The other two wolves lunged at Vinyl, expecting to get a mouthful of delicious pony flesh. Instead, they received a face full of loud electronic music, blasting them into the bushes. Unfortunately, it did not shatter their body and they immediately recovered, attempting to charge at Vinyl again. Even more unfortunate was that Vinyl's bass cannon needed to recharge for about a minute before it could be used again.

Octavia covered for her, kicking one of the Timberwolves in the side. It was launched a few feet before landing and skittering. The hit must have damaged it quite a bit, for it ran off into the woods, limping slightly.

While this went on, Sunset Shimmer quietly sneaked behind them where she had dropped the apples. She quickly gathered them back up and placed the bucket on her back before galloping away from the scene, leaving Octavia and Vinyl to fend for themselves.

Finally, Vinyl's bass cannon had charged up again. She released a powerful electronic blast into the last Timberwolf, throwing it into a tree and shattering it into many wooden pieces. The two mares breathed a sigh of relief, turning to each other and smiling blissfully.

"Nice job." Vinyl spoke, panting hard from the fight.

"You too." Octavia replied with a solemn nod. Her ears pricked again as she turned in the direction of a dark patch of woods. She caught a glance of a fiery orange and yellow mane that she knew all too well.

"Sunset Shimmer!" Vinyl exclaimed, saying it before Octavia could realize it, "I knew she wasn't going to give up that easily! C'mon 'Tavia! Let's go get her and teach her a lesson!"

Octavia grabbed her anxious friend by the tail before she could take off, jerking her back and knocking them both over.

"Vinyl, let her take them to Lyra," She insisted, "She may be a jerk, but I feel kind of sorry for her after you told me what had happened to her."

Vinyl's anger simmered down a little, "But Bonbon-!"

"Forget Bonbon," The brown mare insisted, "Karma always comes back to bite a pony's back ends for their bad deeds. Sunset will get what she deserves in the future. In the meantime, we shouldn't be the ones to deliver that bite into the back end."

"But-" Vinyl objected. Octavia gave her an intimadating glare that ended the argument immediately.

"Let's head back to the Guild," The brown mare suggested, "Maybe Bonbon won't be too angry with us."

* * *

As soon as the Musical Mares returned, they were greeted with the sight of Vengeance presenting Lyra a bucket of Zap Apples. A huge smile was on the mint-green mare's face as she picked an apple and bit into it, purring with delight. Vinyl glanced over at Bonbon, who was giving them the most disapproving glare that she had ever seen her give.

"Thank you!" Lyra acknowledged, "You guys are the best!"

"Where's our money?" Snarled Sunset, "We didn't go through all that for nothing."

Lyra's smile immediately fell, "Now I remember why I kicked you three out," She pulled out a pouch of bits and gave it to Sunset, "Enjoy your smelly money. At least I got my apples!"

Sunset smirked at her two companions before she turned her nose up and left the scene, Gilda and Lightning trailing close behind her.

"C'mon everypony!" Lyra called to the Guild members, "Let's have a celebration dinner with the return of my apples!"

None of the Guild members objected to this. They all followed Lyra into the mess hall, cheering for the rather pointless reason of Lyra's apples. Vinyl and Octavia started to follow, but someone yanked back on their tails, forcing them to stop.

"I don't think so." A familiar voice growled with resentment.

The Musical Mares turned, discovering a scowling Bonbon. She stamped her hoof in frustration, looking as though she was about to blow a fuse.

"I am very disappointed in you two!" She yelled, poking Octavia then Vinyl in the chest, "I gave you a mission to retrieve those apples and you failed! You let... Sunset Shimmer get them instead! You... You... No dinner tonight! Straight to your chambers, now!"

Both looked as though they wanted to object, but Bonbon stopped them by screaming.

"_NOW!_"

They ran off with their legs tucked between their legs. Octavia could hear Vinyl cursing under her breath as they entered their room.

"Octavia, I don't mean to be rude," The unicorn started, "But what in Celestia's name were you thinking? _Sunset's going to get what she deserves,_ yeah right!"

A loud rumbling interrupted Vinyl's rant. She gripped her stomach in pain.

"Oh man... I'm starving after the fight with those Timberwolves." She groaned.

Octavia looked down with a saddened expression, "I'm sorry."

Vinyl ignored her, "Whatever. Let's just try to get some sleep. That is, if my stomach doesn't try to eat me in my sleep."

The unicorn flopped down on her bed without another word. Octavia followed her example and carefully laid on her bed. She tossed and turned, having a difficult time getting comfortable with her aching stomach. It seemed like an hour passed before she heard Vinyl speak up.

"You asleep yet?"

Octavia shook her head, even though Vinyl couldn't see her, "No. Not at all."

"What I wouldn't give to have one of Lyra's Zap Apples right now."

"Don't talk about food. I'm about to break down and eat my bedding."

Vinyl looked at her bed, "Well, it is hay. We ponies eat hay, so..."

"It's been on the floor. It's probably stale."

"Let's eat it anyway."

Just as the two mares were about to dig into their beds, a knock was heard at their door. Octavia and Vinyl immediately stopped themselves from eating the beds and sat, trying to look as normal as possible.

"Come in!" Vinyl called.

As soon as she said this, the door slowly creaked open. Two distinctive ponies trotted in, a bucket of apples on one of the ponies' back.

"Hey," Said Minuette, "Me and Lucky brought you something."

Lucky set the bucket of apples down on the floor. Vinyl's eyes lit up as she suddenly dashed to the bucket and began downing the apples. Octavia quickly followed as they began chowing down on the delicious apples.

"You guys are life savers!" Vinyl said, "Thank you so much!"

"We saw what happened between you and Bonbon," Lucky explained, "We felt so bad for you that we couldn't let you starve. So here's a gift from us to you."

"You guys... I don't know what to say," Vinyl replied, taking a break from eating the apples, "You're truly the best ever!"

"It's no trouble," Lucky dismissed, "You're both cool to us. Bonbon shouldn't have been so hard on you. Sunset is tricky, and so are her cronies. They should be the ones without dinner, not your guys."

"Well said!" Octavia agreed with a mouthful of apples.

After the Musical Mares finished their apples and finally had full stomachs, Minuette and Lucky left quickly and quietly.

"Don't tell anyone we did this," Warned Minuette before she left, "They'll likely tattle to Bonbon, then we'll all be in trouble."

Once they had left, Vinyl burped and turned to Octavia, a large, sleepy smile on her face.

"Whaddaya know? We're making friends after all."

That was all the words they exchanged before Vinyl passed out, sleeping soundly. Octavia followed her friend's example and quickly passed out herself.


	8. Black Thunder

Surprisingly, no dreams came to Octavia that night, mainly because she couldn't sleep. Her mind kept wandering to Sunset Shimmer, her dream the night before last, and the fact that Minuette and Lucky would be so kind as to give them a bucket of apples. It seemed like hours before Trixie came to wake them up. When she did, Octavia was no longer startled by it. As Vinyl awoke from her deep sleep, Octavia struck up a conversation with the blue unicorn.

"Trixie, I have a question." She began, stopping the unicorn from leaving.

"What do you need to ask the Great and Powerful Trixie?" Questioned Trixie with her usual condescending air.

"There's... Something weird that's been going on with me..." Stated Octavia, looking down at her scarred hoof, "Remember that time I passed out in Lyra's chambers?"

"Trixie remembers it well."

"Well, it happened again when I bumped into Sunset Shimmer. I had a vision that told the past. My one in Lyra's chambers... I think predicted the future or the present, I'm not sure which."

Trixie rubbed her chin, "Well, Trixie has read about something similar. She reads about certain ponies that are gifted with the powers to see the future; seers, as they are called. It's said that only unicorns and some certain other creatures can inherit the power, since they are magical," She looked quizzically at the brown mare, "But never has Trixie heard of an earth pony inheriting such powers! Are you sure that it is visions of the past and future you are seeing?"

"Positive."

Vinyl had finally sat up and joined in on the conversation. She had been fake-sleeping and heard every word of Trixie and Octavia's conversation.

"So Octavia's like this some sort of future-past seer or something?" Asked the white unicorn.

"There's no guarantee," Said Trixie, "It could just be a fluke or some crazy dream. Even the oh-so-very wise Trixie may not be the best one to ask."

Octavia and Vinyl exchanged confused glances before Trixie turned and left. They followed her out before turning and heading to the mess hall. Everyone apart of the Guild was there, crowed into the giant table as best as they could. In fact, it was so crowded that Vinyl and Octavia were forced to stand on the sides. Derpy apparently was as well, for she approached them, a blissful smile across her face. The crowded mess hall was unusual, since most of the ponies trickled in and out from time to time until breakfast hours were over.

"What's going on, Derps?" Asked Vinyl with curiosity.

"Oh, Lyra's making a big huge announcement!" The gray mare announced with excitement, "She says she wants everypony to be in the mess hall for it!"

"What's the announcement?"

"Nopony knows yet! But we're all really excited because she said we're all going to like it!"

As soon as she said this, Lyra slammed her hoof on the table, quieting the ponies in the mess hall. She stood up to full height, clearly showing Zap Apple stains on her chest.

"Members of Lyra's Guild for Rescuers!" She announced in a loud, clear voice so that all the others may hear, "As you have already been told, I have a very special announcement to make. I have just got a letter from the greatest solo explorer in all of Equestria, telling us that he's coming to visit us later today. Rescuers, the legendary Black Thunder is coming to the Guild!"

Immediately, excited murmuring broke out in the mess hall. Lyra was forced to quiet them again.

"I expect all of you to be on your best behavior! The utmost maturity and respect must be shown to Black Thunder; for he expects to see well-trained professionals here, not a bunch of psycho fangirls and fanboys. Are we clear?"

All of the mess hall agreed, except for three little fillies at the end of the table, who broke out into a high-pitched fangirl scream.

"Can you believe it?!" Said the the yellow earth pony filly with a heavy country voice, "Black Thunder is coming here to the Guild!"

"I'm going to get his autograph!" Said the white unicorn filly in a squeaky voice.

"He's the awesomest!" Said the orange pegasus filly in a boyish voice, "Almost as awesome as Rainbow Dash!"

Lyra could clearly be seen rolling her eyes, "With exception to the Cutie Mark Crusaders. But other than that, does everypony understand?"

All of the mares and stallions agreed once again.

"Good! You are free to eat your breakfast burrito!"

Octavia glanced at Vinyl, who had the widest smile on her face, almost to where it went up to her ears. Her eyes were glowing with pure excitement before she grabbed Octavia by the shoulders and shook her violently.

"Oh my gosh oh my gosh oh my gosh!" Vinyl screeched, "Black Thunder, Octavia! He's coming here to see us! My idol! He's coming here!"

"I don't mean to sound clueless," Octavia interrupted, pushing her excited friend away, "But um... Who is this Black Thunder?"

"The greatest solo explorer in all of Equestria!" Explained Vinyl, her smile refusing to fade, "Remember? I told you back in Horseshoe Bluff! He's the stallion who held back the whole-!"

"Yes, I remember now," Recalled Octavia, "He held back the entire changeling army while another team rescued some captives. Is that all he's famous for?"

"No!" Objected Vinyl, seeming rather offended, "That's just his most legendary act! He also took out a giant, mutated cockatrice and saved Canterlot from destruction! And he saved an entire school from a hungry dragon! And-"

"Okay, I get it," Octavia interrupted, "It sounds as though he's quite the hero."

"And I can't believe it!" The white mare shrieked again, "He's coming! Today! Here! Oh I'm so excited I could just explode!"

"You realize what today is, right?" Asked Octavia, raising a skeptical eyebrow.

"Saturday. Why?"

"Gretchen? The baby gryphons? The deal we struck up with her so she wouldn't kill us?"

"But Octavia!" Vinyl objected, her smile falling considerably, "What if we're not here to greet Black Thunder? He-!"

"He's coming later today," Octavia recalled, "I'm sure we'll have plenty of time to help Gretchen, then be back here to meet Black Thunder."

"But... But..." Whimpered Vinyl, "Black Thunder..."

"Come on," The brown mare insisted, "Let's grab a breakfast burrito and we'll head out to Mount Hoofington."

"But... But..." Vinyl repeated, looking as though she was about to break down into tears, "We won't see Black Thunder..."

* * *

Vinyl was still talking about the disappointment of not getting to greet Black Thunder when they reached Mount Hoofington. Unfortunately for her, Octavia just ignored her complaints. Upon entering Hoofington, they were greeted by the same, oversized, ugly gryphon that had tried to kill them for breaking her eggs.

"Started to think you weren't coming!" Gretchen said in broken English that was a bit difficult to understand, "Glad you did! Lots of eggs, not enough claws!"

"We would never break a promise." Octavia said with true sincerity. She glared at the unicorn beside her, "Even though _somepony_ wants to..."

"Octavia, it's Black Thunder for crying out loud!" Vinyl objected.

Gretchen scrunched her beak at the mention of Black Thunder, as if his name offended her. Octavia noticed this immediately, seeming slightly confused that the mention of such a "legendary hero" would disgust a gryphon.

"Well, you need to keep gryphon eggs warm," Interrupted the oversized lion-bird, "Or they will die. Okay?"

Vinyl and Octavia nodded in agreement before Gretchen assigned Vinyl to a certain nest. She explained to her how ponies can take care of the eggs without crushing them. She then came back over to Octavia, also assigning her to a nest.

"We gryphons usual sit on eggs to keep them warm," Gretchen explained, "But since you ponies are so clumsy, you can rub them and breathe on them instead. Don't crush! They're very weak!"

"Got it." Replied Octavia before crawling into the large nest. Her assigned nest was filled with an assorted number of red and blue eggs, three red and four blue. Gretchen retired to a nest a few feet to the left of her. She carefully situated her back end on the eggs before sitting down fully and sighing with relief.

Octavia decided to get closer to Gretchen so she could chat with her. With more caution than she had ever used before, she carefully moved the nest over to the oversized gryphon. When it was moved to the spot she wanted, Octavia set the nest down and once again climbed back in.

"May I ask you something, Gretchen?" She started.

"Of course." The gryphon replied.

"Why did you make a face when Vinyl mentioned Black Thunder?"

Gretchen made another face, "He's bad pony. Bad bad!"

Octavia scowled in confusion, "How so? Everypony keeps talking about how he's such a legendary hero."

Gretchen glanced over at Vinyl, making sure she wasn't listening, "He hates the Guardians. Only bad ponies hate the Guardians!"

Octavia wasn't sure whether to believe Gretchen or not. But then again, she remembered gryphons were a lot like Seaponies in their way of being truthful; maybe even more so. They had a regal nature to uphold, and even the not-so-pleasing to the eye Gretchen probably had to uphold it as well.

"Not to mention, I hear he's very racist," The gryphon added with resentment, "Especially to those sparkly ponies up north!"

"Sparkly ponies?" Questioned Octavia.

"Crystal Ponies I mean," Gretchen corrected herself, "Very racist. Insults even the mention of those perfectly innocent ponies!"

This seemed to confuse Octavia further. If Black Thunder was such an amazing hero, shouldn't he love every race of ponies? Unless he kept his dislike of the Crystal Ponies a secret, or Gretchen was lying, she couldn't see how that was possible.

"Hey Gretch!" Vinyl called, interrupting Octavia's thoughts, "Can you tell which are boys and which are girls yet?"

"Reds are girls, blues are boys, greens are undecided." Gretchen answered, situating herself again.

"Oh cool! I've got two guys, four girls, and one undecided then!" Vinyl immediately went back to warming the eggs.

"Anything else about Black Thunder I should know?" Octavia questioned, averting the subject of gryphon genders.

"That's all I know," Replied Gretchen, "Black Thunder is jerk for hating the Guardians too! They protect out land!"

Octavia had to agree that Black Thunder's supposed hate of the Guardians was even stranger than the racism towards Crystal Ponies. Only an enemy to Equestria would hate the Guardians.

She decided to push her suspicions away and focus on keeping the eggs warm instead.

* * *

About an hour and a half passed before Gretchen told the two mares it was okay for them to leave. Vinyl rushed out of there like her tail was on fire. Even Octavia had a difficult time keeping up with her as she sprinted back to the Guild. Vinyl turned the corner, rushed up the hill to the Guild, slid down the ladder and emerged in the team room. She was panting heavily, causing all of the Guild members to turn and stare at her.

"Did I miss him?!" The white unicorn questioned anxiously, "Did I miss Black Thunder?!"

"Sorry Vinyl," Minuette apologized, approaching the mare, "He's not here yet. Lucky's watching for him so we can greet him when he comes in."

"Please tell me he'll be here soon!" Begged Vinyl, hopping up and down as though she needed to empty her bladder.

Just then, Lyra and Bonbon walked up. For some strange reason, their manes looked like they had been styled slightly nicer than their usual appearance.

"Oh, it won't be much longer!" Assured Lyra with a wide smile, "He said he would be here around noon or so. He isn't one to be fashionably late!"

Octavia was still unsure about the whole "Black Thunder, the greatest solo rescuer in all of Equestria". What Gretchen had told her kept nagging in the back of her mind like an embarrassing memory. But who was she to judge? She had never even seen the guy, much less met him.

"He's here!" Cried a voice from the floor above. The gray stallion Lucky Clover suddenly slid down the ladder coming from the top floor, "Black Thunder's just turning on our road! He'll be here in a few seconds!"

Immediately, the Guild members gathered at the ladder, waiting for the "greatest solo rescuer". Heavy hooves could be heard on the floor above as anticipation shot through all the Guild members. Just then, a stallion climbed down the ladder before turning around to face them.

What struck Octavia first was that the stallion looked incredibly strong and was quite larger than the average stallion. He had dark gray fur, a jet-black mane, and jade-green eyes. A horn could barely be seen peeking through his wild, tangled mane.

"Black Thunder!" Lyra greeted, pushing through the crowd in order to shake the stallion's large hoof, "It's a pleasure for you to stop by! We're honored to have you here!"

"Please, just Thunder is fine," Said the stallion in a deep, silky voice as if he had spent all his time acting as a narrator on an overdramatic soap opera, "And please, don't treat me like I'm some monarch. I am no different than the rest of you."

"How was your trip here?" Carrot Top's voice asked from the back.

Thunder turned to the orange mare, "Rather smooth, my dear. I ran into some problems with a hydra, but he wasn't too big of a nuisance-"

Just then, three, high pitched squeals broke through the crowd as three fillies tackled their way through the other ponies in order to get to Black Thunder.

"Can we get your autograph?!" The yellow filly asked, holding up a pad of paper and a pencil.

"Can you teach me magic tricks?!" The white filly asked, her eyes sparkling with admiration.

"Can you beat up some bad guys?!" The orange filly asked, her excitement growing to the max.

"Apple Bloom! Scootaloo! Sweetie Belle!" Bonbon objected, pulling the three fillies away by their tails, "For goodness sake, give the guy some space!"

"Don't worry about it," Said Thunder with a slight chuckle. He patted each of the fillies on their heads, causing them to giggle, "I love kids! There's no replacement to hear the laughter of children everyday; truly bundles of joy!"

The only thing that Octavia saw wrong with the stallion was that he was slightly corny.

"Well, we have some new faces from the last time you visited." Lyra explained. She turned to Vinyl and Octavia, "Our newest members are the Musical Mares, Vinyl Scratch and Octavia."

Vinyl came up to the stallion and promptly shook his hoof, "Hi! I'm Vinyl Scratch, and I'm a huge fan of yours! I'm honored to meet you and-!"

Thunder didn't even reply to Vinyl as he gently pushed by her to get to Octavia. Comparing her own size to his, Octavia only came up to his neck. He was freakishly large, even for a stallion.

"I've heard your name before." He said. The heavy curiosity in his voice concerned Octavia greatly, "Have you done anything to be known? Or have I confused you for somepony else?"

"I... I don't know," The brown mare replied, seeming incredibly confused, "I'm sure you've probably confused me for somepony else. I'm not famous for anything."

"But we hope to be!" Vinyl butted in, snaking an arm around her friend's neck, "We want to become as great as you, Black Thunder!"

"Ah... That's great." The stallion said nonchalantly.

Octavia found that slightly rude. Vinyl was very excited to see him and he was being a jerk about it, completely ignoring her.

Unfortunately, Thunder immediately averted the subject before Octavia could say anything, "Oh, Lyra, would you please show me to my quarters? I have a few things I need to put down."

What things? Octavia wondered, seeing Thunder's empty hooves.

Lyra nodded, "Sure thing!" She clapped a hoof on the unamused Bonbon's back, "Bonbon, show Thunder to his room please!"

Bonbon muttered something under her breath before she reluctantly led Thunder down the hall to the team quarters. As soon as he was gone, excited murmuring broke out through the Guild members.

"Why do you think he's here?" Asked Derpy.

"He just wants to visit us, Derps." Carrot replied.

"Or maybe he needs us to go on a super secret mission with him!" Lucky suggested.

"Lucky, quit fantasizing." Minuette scolded.

"Thunder did say something about needing us for something," Lyra recalled, "I'm not entirely clear as to what it may be. In the meantime, carry on with your normal everyday lives. Don't continue to bother Thunder though; treat him as though he's a Guild member like us."

The group of ponies broke off, leaving only Octavia. Vinyl had gone off to try and talk to Black Thunder again.

"May I tell you something?" The brown mare asked, approaching the overly happy Lyra.

"What's on your mind?" The green mare replied.

"Black Thunder," Octavia began, "I've never seen him before, but he seems so familiar."

"Duh. He's practically a celebrity here in Equestria."

"That's not what I meant. I mean, I think I've seen him before... Before I lost my memory."

"It's possible. He's not easily forgotten after all."

"But... My memory of him is like him, but at the same time it isn't. Do you get what I'm saying?"

Lyra raised an eyebrow, "You're talking nonsense again. Look, I've got some things to attend to. Go talk to Trixie or someone."

"But she can't help!" Octavia objected, attempting to get Lyra to talk to her.

"Octavia, I'm a very busy mare and I can't waste my time listening to your strange feelings," Explained Lyra, her expression suddenly becoming serious, "I'm sorry, but that's how it has to be."

Octavia was about to object again, but Lyra left too quickly for her to do so. Just then, the brown mare felt a freezing-cold hoof lay on her shoulder, causing her to jump and yelp. She turned, discovering Black Thunder and Vinyl standing at his side.

"Oh, I'm sorry my dear," The stallion apologized, "I didn't mean to scare you."

"That's okay," Replied Octavia, "I... Guess I'm a bit jumpy."

"Thunder says he wants to talk to us in private," Vinyl explained, "He's got something really important to tell us! Do you know anywhere private we can go to?"

Octavia raised an eyebrow, "The beach is a good place. But why private?"

Thunder hesitated, "I'll tell you when we get there." He started to walk to the ladder, Vinyl flanking him happily. But when Octavia refused to come, the stallion turned and looked at her quizzically.

"Are you coming?" He asked.

"Uh..." Octavia hesitated, "Yeah, sure. Sorry."

As the three climbed up the ladder, Octavia's thoughts begin to race again. Why did she have mixed feelings about this stallion? It wasn't like he had done anything exceptional rude, other than push Vinyl away and act uninterested in her. She couldn't blame him for that though, for Vinyl was pretty clingy and annoying. And what was up with his ice-hooves? Octavia had felt some cold hooves before (mostly when Vinyl hugged her), but Thunder's hooves were unaturally cold. It was as if he soaked his hooves in ice water every morning.

Octavia shook the thought out of her head. Why was she concerned about the temperature of someone's hooves? She had to admit that the thought was weird, even for her. Maybe she was just too concerned about small things that bothered her and she was letting them get to her.

But why did this paticular stallion make her subconscious want to implode? There was just something... Something about this supposed hero that bothered her beyond relief.

* * *

Luckily, Octavia's thoughts stopped swarming by the time they reached the beach. Feeling the cool sand on her hooves soothed her nerves about the paticular stallion who stood before her. Unfortunately, as soon as the stallion spoke, her nerves returned.

"I love Ponyville," Thunder commented, feeling the sea breeze blow through his jet-black mane, "It's so much better than some places I've visited and been forced to live in. It only needs a few changes in order to feel like home..."

Vinyl harrumphed.

"Oh, oh!" Thunder turned to face the two mares, "Yes. Sorry for getting off track; I had a bit of a nostalgic feeling there. I only wished to have a little chat with you both."

"'bout what?" Asked Vinyl.

Thunder turned to Octavia, "I wanted to ask you about something. Where might you be from?"

"I don't know." Octavia said, careful to watch what she said around the stallion.

"She washed up on the beach a few days ago," Vinyl explained, "She had amnesia, so I decided to take her in as my best friend! We just became a rescue team not too long ago, and... Here we are!"

Thunder nodded, "I see. So may I ask you, have you been having... Visions recently?"

Octavia's blood ran cold, "How did you..."

"Trixie told me while I was setting my stuff down," Thunder answered quickly, "She thought that maybe I could answer some of your questions. Indeed, you are in someway, a seer. One that can see the past, present, and future."

"Cool!" Vinyl exclaimed.

"Your visions trigger when you touch something, or when you hear a certain word," Thunder explained, "I once had a... Friend who had your abilities. It can be a gift and a curse at the same time. You must be careful when telling others though, for some believe it is a form of dark magic. You could get in serious trouble if you disclose it to the wrong pony."

"Understood," Octavia replied with nod, "Is it possible to know what my visions mean?"

"Some visions are very vague," Thunder continued, "Offering little to no information of the past, present, or future. Some however, can be very informative."

Octavia nodded again, "Thank you for the info." She started to turn away again, but Thunder stopped her again by grabbing her shoulder. Octavia once again was bothered by how very cold his hoof was.

"You must use your powers for good," Insisted Thunder, "Help your friends at the Guild. Your visions could possibly determine the safety of your friends."

"I doubt that."

"You shouldn't doubt what you could be capable of."

"Oh oh!" Vinyl interrupted, "Do you have anything to tell me?"

Thunder raised his eyebrow, "No? Why?"

Vinyl's smile fell.

"Also, I have another question," Thunder began again, "I was going to ask the entire Guild this, but I wanted to ask you personally."

"Ooh really?!" Vinyl asked excitedly, jumping in front of the large stallion.

Thunder suddenly dropped his gaze, seeming slightly annoyed, "Never mind, I'll ask tomorrow. You can head back if you like." Without another word, he gently pushed past the two mares and headed up the beach.

"He's so epic!" Exclaimed Vinyl, "Don't you think so?"

Octavia didn't answer. She wondered how Black Thunder knew so much about her visions. He stated offhandedly about a friend he used to have that had the same powers, but he couldn't possibly know that much just from a friend.

"'Tavia?" Vinyl questioned, snapping Octavia from her thoughts.

"Oh, sorry Vinyl," The brown mare apologized, "Let's do like Thunder suggested and head back."

* * *

The rest of the night was rather uneventful. The Guild had dinner with Black Thunder, which Octavia didn't enjoy very much. For the whole entire time, the stallion spoke about his adventures and stories; adventures and stories Octavia found as another way to brag on Black Thunder's part. Vinyl was interested though, refusing to even eat while Black Thunder spoke.

After dinner, Octavia headed back outside for a walk through the town; and to clear her thoughts without Vinyl constantly interrupting her. She was still unsure about Black Thunder, for all the strange things she had seen him do had made her feel... Well, Strange. The problem was that she couldn't dislike him just for the strange feeling he gave her. Black Thunder had not done anything horribly wrong, he just made Octavia feel weird.

Her thoughts were interrupted by a familiar snooty voice.

"Hey Music Bu-... Octavia."

Octavia turned, discovering a familiar orange unicorn.

"What do you want, Sunset Shimmer?" The brown mare snarled intimidatingly.

"I came to apologize." Sunset replied. Why Lightning Dust nor Gilda were not beside her puzzled Octavia greatly, "For what I did the other day."

"Why do you even care?" Octavia questioned, "I thought your life goal was to get revenge on the ponies who wronged you."

"Yes, but you're not that pony," Sunset explained, the sound of sincerity in her voice, "In fact, for stealing your mission, I've come to make up for it."

"And just how are you going to do that?" Octavia refused to let up on her scowl.

"You see, me and my team recently found an unexplored area," Began Sunset, "Not even that 'big hero' Black Thunder has explored it yet. Unfortunately, the place was too tough for us, so I suggested that we tell you about it. Just to make up for what we did to you with the Zap Apple thing."

"Well, what is the place?"

Sunset glanced around before leaning in to whisper to the brown mare, "Toxic Fields."

"Toxic Fields? Sounds... Deadly."

"But there has to be tons of cool things there if it hasn't been explored," Insited Sunset, "Right? And you get a chance to show up Black Thunder."

"Why would I do that?"

"Hasn't he been a jerk to you and Vinyl? I know he was a jerk to us when we met him."

"Well, he's been kind of rude to Vinyl, but it isn't that big of a deal. Vinyl can be kind of annoying."

"I wouldn't stand for some jerk pushing my friends around though. I would expect that neither would you."

Octavia had to agree. Black Thunder had been rude to Vinyl, and seemed pretty full of himself. If she could show the Guild her mission of exploring an unexplored area...

"I'll leave it to you," Sunset interrupted Octavia's thoughts, "The Toxic Fields lie a few miles north of Ponyville. You'll know you're there by the smell."

"The smell?"

"Oh. I advise you bring a gas mask or something to plug your nose if you do go." Said the unicorn with an innocent smile before she turned tail and calmly walked away.

Since when does she like to help others? Octavia asked herself. Oh well, it couldn't hurt to go. So the place was beyond smelly? Then she and Vinyl wouldn't have to worry about dealing with any hostile creatures there.

With that in her mind, Octavia headed back to the Guild, completely unaware of the two mares and one gryphon snickering to themselves in a cluster of nearby bushes.

* * *

**I apologize if this seems rushed. It only took me a few days to type it up so... I'm also sorry of the excessive amount of OCs (Black Thunder technically isn't an OC. You'll see what I mean in later chapters), but they're needed in order for the story to work. Anyways, I hope you enjoyed!**


	9. Time for Change

The next morning, Octavia didn't even wait for Trixie to come and wake them up. She shook Vinyl awake even though the white mare objected to it greatly.

"Whaaaaat?" Vinyl glared up at her friend while yawning.

"We're getting an early start today," Octavia explained, already heading for the door, "We're going to Toxic Fields. It's an unexplored area north of here and we're gonna explore it."

"Oh cool!" Vinyl exclaimed, immediately having a surge of energy that caused her to jump up, "It's completely unexplored?"

"Completely."

"Alright! Let's go!"

The two mares promptly dashed through the door and down the hall. No one else was awake this early as they dashed into the the main room.

"Where are you two going?" A voice questioned, stopping them from going up the ladder.

The Musical Mares turned, discovering a very tired-looking Lyra standing there. She had a horrible case of bed head and there were bags under her usual bright and happy eyes.

"Toxic Fields," Vinyl explained, "It's an unexplored area and we're going to explore it!"

Lyra yawned, seeming uninterested, "Ah... Cool... Well. Good luck with that."

Vinyl and Octavia immediately climbed up the ladder. Lyra didn't even have a second thought as she headed to the mess hall to grab a glass of water.

* * *

"I wonder why this place isn't explored." Vinyl thought outloud.

"It sounds pretty interesting," Octavia said with mild excitement, "I'm sure we're to find something of value. Maybe."

"Or if it's a field of toxic waste then maybe we'll get super powers if we jump in it!" Vinyl exclaimed.

"Vinyl, don't be silly."

"I'm not being silly! It's a proven fact that if you jump into toxic waste, you get super powers!"

"Well for the sake of our health, let's not jump into toxic waste."

"Fine."

The two walked on through the forest. As they trekked, they noticed that the trees began thinning out and there was an awful smell in the air.

"Here." Octavia gave Vinyl a clothespin.

"What's this for?" The white mare asked, staring at the clothespin with heavy curiosity.

"Apparently, the fields smell horrible; enough to cause a normal pony to pass out," Octavia explained, "We'll need these to plug our noses."

Vinyl took in the smell, "Well no wonder nopony's explored this area! It smells like week-old gym socks and rotten eggs matted up into carton of spoiled milk!"

"That's one way to describe it." Octavia chuckled.

They pinned their noses with the clothespin before they continued on. They noticed the grass around this area was an unatural black color, as well as the trees. It was as if the plants had been fried and discolored by something. They finally came to a hill overlooking something that neither of them expected.

"Whoa." Gasped Vinyl.

They could now see an entire field covered with large puddles of glowing green sludge. The grass and ground were completely black and the toxic waste had burned holes into the earth in some places.

"Looks dangerous." Said Octavia.

"But cool and full of treasures!" Vinyl added. She dashed down the hill, "Let's go 'Tavia!"

Octavia had an unsure feeling. Then again, the only danger was falling into the toxic waste which wouldn't be too hard to avoid. There couldn't possibly be anything living in such a lifeless wasteland filled with such a horrible smell and so much of the toxic sludge.

Right?

* * *

As the sun rose well over the horizon, the rest of the Guild was up and running. Black Thunder was knocking furiously at Lyra's door, a slightly worried look on his face. Lyra poked her head out the door, still looking rather tired.

"Oh. Good morning Thunder," She greeted with a yawn, "Is there something wrong?"

"I haven't seen the Musical Mares around this morning," The stallion stated, "Wherever might they be?"

Lyra yawned again, "They said something about going somewhere earlier this morning."

"But where?"

"How should I know? I was half asleep! I think they went to explore somewhere."

A scowl twisted its way onto Thunder's face, "Exploring?"

"Yeah," Lyra paused, "Oh! I remember now! I think they were going somewhere called the Toxic Fields."

Thunder's eyes widened in fear, "Toxic Fields?"

"Yup. Sounds like a place I wouldn't want to go to."

"Lyra! You should have stopped them from going!" Cried the stallion, grabbing Lyra by the shoulders and shaking her back and forth.

"Uh... Why?"

"Well, any other time of the month would have been fine!" Thunder explained, letting Lyra go, "Don't they know who visits every third Sunday of every month?!"

"Uh..."

Thunder growled, "I don't have time for this! I have to save them!"

"I'm still confused-"

But Thunder was already gone by the time Lyra had even managed to spit her sentence out.

* * *

"This place is disgusting," Vinyl stated, trying to avoid the puddles of toxic waste, "Who even dumped all this junk here?"

"I think it's always been here," Octavia replied, "Maybe it was stupid to come. I doubt we're going to find anything interesting."

"We can't go back now!" Cried Vinyl, "If we do turn back, and there is treasure somewhere out here, then we'll be missing out!"

"True, but what could possibly be out here?"

Vinyl hesitated, "No clue. But there has to be something out here."

The two continued on, avoiding puddles of toxic waste as they went. Vinyl started to gag about five minutes into the walk.

"Something wrong?" Questioned Octavia.

"The smell!" Cried the white mare, "It's getting through this clothespin! Not to mention, my eyes are starting to water!"

"Maybe we should turn back."

"Oh jeez, ya think?"

"Hey! You were the one who suggested we should keep going!"

"I didn't know the smell was going to be _this_ bad!"

Octavia bit her lower lip to keep from punching Vinyl, "Fine. Let's head back."

But upon saying this, the ground below Octavia's hooves suddenly gave out, causing her to slide down the side of a hill. She caught herself before going over the edge of a small cliff. Looking down, she discovered about a thirty foot, vertigo-inducing drop into the toxic waste below.

"_Vinyl!_" She screamed as she started losing her grip on the edge.

"Hang on! I'm coming!" Vinyl yelled back. She carefully slid down the hill and to the edge which Octavia was hanging.

"I'm slipping!" The brown mare cried.

"Grab on!" Vinyl commanded, thrusting her hoof out to Octavia. She grabbed on, surprising Vinyl with how heavy she was. With all her might, the unicorn pulled her friend up onto stable ground.

Octavia breathed a sigh of relief, "That was close. Thank you."

"No problem," Vinyl dismissed before jokingly punching the mare in the shoulder, "It's not my fault you're a clumsy oaf."

"Ha-ha."

"I guess that's our cue to get the heck out of here," Suggested Vinyl, rubbing the back of her neck, "Let's just hope that's the only danger we run into."

Octavia's eyes suddenly widened at the sight of something behind her buddy, "Uh... Vinyl...?"

"Yeah?"

"Behind you..."

Vinyl froze. She slowly turned around, gasping as she did.

"Oh Celestia..."

* * *

"Thunder!" Lyra called after the stallion who was sprinting into the deeper parts of the woods, "Why are they in trouble?!"

Black Thunder didn't slow down, which forced Lyra to speed up in order to talk to him.

"Who visits the fields?! Tell me!"

Thunder panted something inaudible.

"What?!"

Thunder said it again a little louder, but through his heavy breathing, it was impossible to make it out.

"Speak Equestrian for Celestia's sake!"

"The changelings!" Thunder screamed, "And their queen!"

* * *

Vinyl and Octavia stared with mouths agape at the creatures who stood before them. It wasn't hard to figure out what they were, for their hole-filled bodies and fly wings gave it away. About a two dozen changelings stood before them, hissing and snapping their sharp fangs.

In front of the small army was a changeling that was easily distinguished from the others. This changeling was much taller and had an actual mane of greenish-blue, also filled with holes. Its horn was severely deformed and its eyes were bright green and slit. Large fly wings poked out from under the light green armor that the changelings wore, and a small tiara sat on the back of its head.

"And you are?" The large changeling spoke in a strange, echoey voice, apparently female.

Vinyl gently nudged Octavia foward, signaling for her to explain. The brown mare gulped before speaking.

"I'm Octavia. This is my friend, Vinyl Scratch. We... We were only exploring this land, not imposing or anything! So if we could just..."

The two started to slip away, but the group of changelings shifted to block their way.

"None of you ponies are allowed in changeling territory," The large changeling hissed, "Those idiotic Guardians promised us our own land where we can live without ridicule of ponies!"

"But we just-" Octavia started to object.

"Do not defy me, pony! I am the feared Queen Chrysalis, ruler and leader of the changelings! And as queen, I give my children the full permission to kill you for trespassing!"

"But if you just listen-!"

"_Silence!_ You're in my land now, and I give the orders!" Chrysalis hissed, baring her sharp fangs, "Since you ponies refuse to keep your side of the deal, we'll use your dead carcasses as a warning to the others to never trespass in changeling territory again!"

"Is that a threat?" Vinyl challenged as she stopped hiding behind her friend. This surprised Octavia, for Vinyl was usually always his behind her when they faced a new enemy; especially one as intimadating as the changelings and their queen.

Chrysalis raised an eyebrow, "Why yes it is. But why should you care? You're going to die anyway."

A smirk wound its way onto Vinyl's face as she suddenly expanded her bass cannon. Octavia followed, drawing her cello bow and stepping foward.

"Then come and get us." Taunted Vinyl.

Hissing something in another language, Chrysalis ordered the changelings to charge at the two mares. Vinyl made no haste to blast about half a dozen with her bass cannon while Octavia took out a few with her cello bow and a few well-placed kicks. More changeling quickly replaced them, forcing Octavia and Vinyl to fight faster.

While her bass cannon was charging up again, Vinyl hit changelings with beams of magic. But it seemed to take hours before her bass cannon could be used to blast away the changelings. Octavia was doing her best to knock out changelings with her powerful kicks and cello bow, but the ones who were knocked out were quickly replaced by more.

"There's too many!" Cried Vinyl, blasting away more changelings, "We gotta get out of here before they run us over!"

Octavia didn't argue. She and Vinyl retreated, luckily able to escape from the changelings. Unfortunately, Chrysalis suddenly appeared in their path, trapping the two mares between herself and the other changelings. Octavia however, made a split second decision, grabbing Vinyl and rolling between the queen's spindly legs.

"Good thinking!" Vinyl commented, high-fiving the brown mare. Unfortunately, their luck ran out when they were suddenly enveloped in a green light that pulled them back to the changelings.

"You think you can escape that easily?" Asked Chrysalis, her horn glowing a bright green, "Certainly not without your lives!" She turned to her followers, "Now my children! Kill them!"

However, something interfered with Chrysalis' magic, forcing her to drop the two mares. She growled in protest as a gray blur jumped in front of Vinyl and Octavia, guarding them.

The queen snarled, "Black Thunder. So we meet again."

Thunder sniffed, "Unfortunately."

"Why do you dare enter the changeling territory again?"

"To protect these perfectly innocent mares from you. You don't realize the damage you could cause by killing them."

"You are the one causing damage!" Hissed Chrysalis, her horn glowing again, "Your attack on our original home left my children starving!"

"It was worth it." Thunder rebutted with a smirk.

This pushed Chrysalis to the edge. She screamed an order to her changelings, causing them all to zero in on Thunder and charge at him, fangs bared. The stallion didn't even flinch as his horn started glowing green.

When he did this, Octavia suddenly felt the temperature drop about ten degrees. This puzzled her, forcing her to watch the stallion closely. Black Thunder fired a seemingly weak green beam of magic through the small army of changelings. What they did next shocked both the mares; though they were in perfect condition, the changelings whimpered and ran, completely deserting their queen.

Chrysalis now looked tiny and pathetic without her followers behind her. She stood there, staring with mouth agape, for she couldn't believe that her own children had deserted her. She turned and hissed at Black Thunder, but the stallion's horn glowed again, somehow causing the queen to cringe.

"Take your moronic mares," Chrysalis growled, "You're all worthless to me anyway!"

With that, the queen took wing, leaving just Black Thunder, Octavia, and Vinyl. The stallion turned to the two mares with a worried look on his face.

"Are you okay?" He asked with heavy concern.

"Totally!" Vinyl cheered, "You just saved our lives in an epic way!"

Octavia didn't say anything, for she was too busy wondering how Thunder had scared off all those changelings and their queen with on puny blast of magic.

"What in the world urged you to come here though?" The stallion questioned, his concerned frown changing into a scowl.

"Octavia." Vinyl quickly blamed, pointing to her friend.

"I swear, I didn't know they were out here!" Octavia answered, "Someone told me this place wasn't explored, and I wanted to explore it!"

Thunder raised an eyebrow, "Who?"

Octavia hesitated, "Sunset Shimmer. She's the leader of another rescue team."

Thunder bit his lip with dissatisfaction, "I see... Well, the important thing is that you're okay. We need to get back to the Guikd before the changelings change their mind and attack again."

The stallion began to make his way out of the fields, Vinyl and Octavia flanking him. Octavia however, had that strange feeling again. Her suspicions of the "greatest solo rescuer in Equestria" were rising again. This time, it wasn't just a feeling though, because she saw something strange with her own eyes.

She swore up and down that while the stallion was using magic, his eyes were glowing a _complete_ _green_.

* * *

**Once again, I apologize for this seeming rushed. I certainly didn't mean for it to feel so. *insert facepalm here***


	10. Expedition

After the big fight with the changelings, Thunder, Vinyl, and Octavia met up with Lyra, who had decided to wait at the edge of the fields. They promptly headed back to the Guild as night began to fall. They decided to keep their little skirmish with the changelings quiet so that they wouldn't have to answer a bunch of questions. Vinyl wouldn't stop thanking Thunder for saving her life, which seemed to annoy the stallion greatly.

Octavia however, was quiet the walk back to the Guild. She couldn't get over the fact that Thunder was able to scare away all those changelings with one small beam of magic. No normal stallion could do such a thing.

_Unless he isn't normal,_ her conscious echoed back.

_No, he's perfectly fine,_ Octavia argued with herself, _It's not like he's some monster. He's just... Strange. That's all._

"'Tavia?" A voice broke through her thoughts.

Octavia looked up, realizing that she had stopped walking, for Thunder, Lyra, and Vinyl were a few paces ahead of her.

"You okay?" Vinyl asked. Both she, Lyra, and Thunder shared the same, concerned look.

"Yeah," The brown mare lied, "I'm fine. Let's keep going."

They continued on, Octavia staying a few steps behind them. Lyra and Thunder had struck up a conversation. She could hear their talk, but couldn't make out most of what Thunder said.

"Where?" Lyra replied to an inaudible question made by Thunder.

"I'll explain more when we get to the Guild," He said, "I came here because I need help."

"That really answers my question."

"You'll understand once we return."

Octavia narrowed her eyes at the stallion. What help could the "greatest solo rescuer in Equestria" need with a bunch of run-of-the-mill rescue teams?

They finally came upon the Guild. As they climbed the hill, Thunder pulled out a crumpled up piece of paper that had something pictured on it. Unfortunately, Octavia couldn't see what was on it before the stallion quickly shoved it out of view. They descended the ladder, coming out in the bottom floor. Luckily, every member was still up and running, which Lyra took the chance to call a meeting by whistling loudly. The other members quickly gathered around them, fortunately not asking about there whereabouts for the past few hours.

"Guild members!" Lyra announced loudly, "Thunder has an announcement he would like to make. Please give your full attention to him as he asks you all a big favor."

Thunder stepped up, clearing his throat as he did, "I did not just come to visit you. I've come on the account of an important matter, concerning the safety of ourselves and Equestria. I've been on the tail of a dangerous criminal who wishes to bring about the fall of Equestria."

Nervous muttering broke out among the members. Lyra silenced them by loudly stomping her hoof on the floor.

"It seems as if this criminal is targeting our most precious form of protection," Thunder continued, "He has been traveling around Equestria, stealing the Harmony Gears right from under the Guardians' noses. He has already stolen the Gear of Loyalty and the Gear of Laughter."

The memory of Octavia's dream a few nights ago suddenly surfaced. She remembered seeing a stallion knock out Rainbow Dash and steal a glowing light away from the lake. Was that perhaps the criminal stealing a Gear?

"Already, Spectrum Mountain and Candy Cave have fallen into chaos without their Gear to protect them. I fear that he may just target the other four Gears too." "Who is he?" Asked Minuette. "I believe his name is..." Thunder hesitated, "Whooves."

Immediately, Octavia's vision cut out. Images of a brown stallion with an hourglass on his flank flashed by for milliseconds at a time. The last one wasn't an image at all. It was in Octavia's point of view, and it was a vision of the unknown stallion helping her up after apparently falling. Before her vision returned to normal, the stallion winked at her and cheered a word Octavia that she almost couldn't make out.

_"Allons-y!"_

Her normal vision returned with a blast of heat, startling her back into reality. It seemed as if her vision had only lasted a millisecond, for she still stood with the other Guild members who were still staring at Thunder intently. The stallion pulled out the same crumpled piece of paper Octavia had seen him pull out earlier. He held it up for all to see, and the brown mare caught her breath.

It was a clear photo of the same exact stallion in her vision. He appeared to be running away through a dark landscape with something glowing blue in his mouth.

"This is the criminal," Thunder explained, "I was following him to Ponyville when I came upon the Guild here. I know I can't catch him alone, which is why I'm asking for your help, members of Lyra's Guild for rescuers."

The Guild members exchanged glances. One by one, they each raised their hooves and called out.

"We're in!" Minuette called, holding up her hoof. Lucky followed his friend's example and also raised his hoof.

"Trixie will gladly help." Trixie said in her usual condescending way.

"Me and Derpy are ready!" Carrot Top called, seeming to forget about her injury.

"Let's kick bad guy butt!" The three Cutie Mark Crusaders cheered.

Vinyl raised her hoof, "Count the Musical Mares in!"

Octavia was slightly reluctant, but she raised her hoof as well.

"All of the Guild is in," Lyra finished with a nod, "Including me and Bonbon."

Thunder gave a satisfied smile, "Excellent. I'm thankful for your help. I believe Whooves is going to strike the Compassion Forest next and steal the Gear of Kindness. He is very dangerous and clever, and I'm not sure if Fluttershy's animals can keep him from getting to the lake. I'm not even sure if Fluttershy herself can hold him off for long. At least we can help her and prevent Whooves from getting the Gear of Kindness."

"That's quite a long journey," Lyra stated, "We'll have to make sure we're fit for such a trip."

"Yes indeed," Thunder agreed, "We'll have to climb over Mount Horn and through the Butterfly Grove in order to get into the deeper parts of the woods. The grove there is also very foggy, so it will be difficult to find the entrance to the deeper woods of Compassion Forest."

"We'll gladly go," Lyra replied, "If it means saving Equestria from darkness and chaos, we'll follow you wherever you go."

Thunder nodded, "Very well. Pack your necessities tonight, and we'll head out tomorrow."

And with that, the group was dismissed to their rooms to pack.

* * *

"Vinyl?" The brown mare asked as she put her hygiene items into a small bag.

Vinyl turned from putting her compacted bass cannon into her bag, "What's up?"

"Have you ever had... A serious case of Déjà Vu?"

"Sometimes. But it's usual just a funny feeling. Why?"

"Because, I've seen that stallion before. I think I may have known him before I lost my memory."

"Octavia, that guy's a criminal!" Cried Vinyl, "Please don't tell me you were a criminal too before you lost your memory?"

"No, I'm pretty sure I wasn't." Assured Octavia. She rubbed her head in pain, "But... I had a vision when Thunder said his name. He... He was helping me up after I fell. He said some word, I don't know what it means but..."

"What did he say?" Vinyl questioned, suddenly becoming interested.

Octavia paused, "Allons-y."

Vinyl stared at her with a confused look, "Allons-what?"

"Allons-y."

"What the heck does that mean?"

"I don't know. It could possibly be another language."

"Well, whatever it is, I'm sure it means something evil!" Vinyl slammed her bass cannon down in anger, "Who does Whooves think he is? Stealing our only means of protection! He lives in Equestria too!"

"There could be a reason, you know." Octavia suggested, trying to defend Whooves, though she wasn't sure why.

"Yeah, to destroy Equestria!"

"He could be working for a higher power. Maybe some truly evil villain forced him to steal them."

Vinyl glared at her friend, "Why are you defending him? You've never even met the guy!"

Octavia's gaze dropped to the floor, "I don't know. He... He just doesn't look evil."

"Neither does Sunset and her cronies, but they tricked us and almost got us killed."

Octavia refused to reply, ending their conversation. There was just something about Whooves that just wasn't... Evil. Even though she had only seen him in a vision, there had to be a reason for the vision and why he helped her up.

"I think I've got everything," Vinyl broke silence, "I'm gonna hit the hay. You almost done?"

Octavia hesitated, "Yeah. Let's get to bed. We've got a big day ahead of us."

And some more questions to answer, She thought to herself.

* * *

Trixie woke the Musical Mares bright and early. As soon as she did, Vinyl and Octavia grabbed their saddlebags and headed into the mess hall where everyone else was gathering. Apparently, it was Muffin Monday, for Derpy had about ten muffins piled onto her plate and was busy cramming them into her mouth. The Musical Mares took a seat in their usual place between Minuette, Lucky, Carrot Top, and Derpy.

"I'm beyond excited!" Minuette cheered, "We're going on an expedition with the Black Thunder to save Equestria! When will we ever get another chance like this?"

"It's going to be amazing!" Carrot added, "That Whooves character won't know what hit him when we stop him from stealing the Kindness Gear!"

"Muffins!" Derpy cut in, shoving another muffin in her mouth.

"I can't wait to kick his butt for stealing the Gears," Vinyl replied, "What a jerk! The Gears are our only means of protection. How could he just... Steal them?"

"Well I want to teach him a lesson just as much as the next guy," Put in Lucky, "But Thunder said he was incredibly dangerous and clever. He could get away if we aren't smart enough."

"That's certainly not going to happen," Minuette argued, "There's many of us and only one of him. Not to mention, we've got the Guardians on our sides. What could possibly go wrong?"

Octavia stayed out of the conversation all together. She didn't feel like putting in her opinion about Whooves, mainly because she didn't have one. That vision had bothered her all night and it made her think differently. What if Whooves had a reason to steal the Gears? What if he was doing it for his own safety, or the safety of someone he cared deeply about?

_What if he isn't as evil as he seems?_ A voice echoed in the back of Octavia's mind.

The brown mare shoved the thought aside. She tried to focus on her muffin, but had completely lost her appetite and decided to give it to Derpy instead. She buried her face in her hooves, ignoring what her friends had to say. Vinyl noticed this immediately as she scooted closer to her friend.

"Something wrong 'Tavia?"

"Tired." Octavia replied, staring with confusion at the table.

"Seems to be a bit more than that. It's that vision that's bothering you, isn't it?"

"Partly." Octavia wanted to add her mixed feelings about Black Thunder, but kept that to herself.

"Well, you got to eat something," Vinyl insisted, handing Octavia a blueberry muffin, "We have a huge day ahead of us. Who knows when we'll get the time to eat again."

Octavia sighed, reluctantly picking up the muffin and taking a bite into it. Even though her mind was telling her not to eat it, her stomach was objecting loudly to this command with growls. She would be starving by the time they ever got to eat again; so she made the right decision and ate the muffin.

After they had all finished their breakfast, they met Lyra, Bonbon, and Black Thunder outside the Guild. When everyone was outside, they began the trek into the woods with Thunder leading them.

Vinyl stayed up front with the crowd, talking and joking around; basically being the life of the party. Octavia however, hung back, attempting to process her mixed-up thoughts without the interruptions of others. Unfortunately, she was interrupted anyway by a familiar, condescending female voice.

"Trixie senses some woes in you, Octavia."

Octavia glanced up, discovering Trixie had fallen back with her to walk beside her. The brown mare simply stared at the ground, refusing to meet Trixie's gaze.

"It's nothing," She lied, "You should be hanging out with Vinyl and the others, not worrying about me and my thoughts."

Trixie rolled her eyes, "Bonbon told Trix-... Me to come check on you. And to actually listen and not talk in third pony."

"You're not talking in third pony for me? That actually shows you care for someone other than yourself, Trixie."

"Don't get used to it," The blue unicorn warned, "Now tell me, what in the world is troubling you so much?"

Octavia hesitated, "When Black Thunder mentioned Whooves yesterday, I had a vision about him. He helped me up after I fell and said... _Allons-y_."

Trixie raised an eyebrow, "So?"

"That has convinced me that maybe he isn't as evil as he seems. Maybe... Maybe there's a reason he's doing this."

"Is that all that happened?"

"Yes."

Trixie's ears twitched a little, "You can't go by something from such little information. Even you should know that."

Octavia ignored the small insult, "But... It... It feels like I've known him from another time... Another place... I don't know, but it's hard to explain in words."

Trixie didn't say anything for a long time, "I don't know what to tell you."

Octavia's ears drooped.

"But perhaps when we reach Compassion Forest, Fluttershy may know something about it; what with her _Alicorn wisdom_ and all. You should ask her, if she even bothers to come out."

The brown mare nodded, "I think I will do that. Thanks Trixie."

Trixie perked up upon hearing this, "Great! Now Trixie can go back to being her Great and Poweful self and not her Kind and Caring self!"

Octavia felt slightly offended as Trixie galloped ahead to join the others. Vinyl was telling the other Guild members about a party she once had back in Manehattan. The brown mare tuned the story out, still processing her thoughts. She decided she would talk to Fluttershy about it, and maybe her supposed 'Alicorn wisdom' could help her out.

As they walked, Octavia became even more zoned out that she didn't even notice the large, pointed mountain coming into view over the trees. Only when Vinyl elbowed her in the ribs did she look up and gasp.

"That mountain makes Hoofington look like a hill." Octavia stated.

"Yeah," Agreed Vinyl, "Not looking foward to climbing it."

About ten minutes passed before they came to the foot of the mountain. Up close, it seemed even larger as Vinyl craned her head back to look at the top. Black Thunder trotted up to her side and also looked up.

"A magnificent work of nature," He said, "I've climbed this rugged mountain a-many times. It's worth it when you get to the top and can see all of Equestria."

"I can barely even see the top," She complained, "Can't we just go around it?"

"No time," Thunder replied with a slight scowl, "The woods around these parts are very thick and will take forever to chop through. The fastest way is up Mount Horn."

Vinyl sighed, "Well, you're the expert. You're probably right."

Thunder nodded solemnly, "Of course I am."

Octavia scowled at the stallion. That comment made her sure that he was full of himself; maybe even up there with Trixie.

The expedition continued on, climbing the mountain up to the top. The sun was now high in the sky and the ponies were beginning to feel it. Octavia started to feel faint and drank some water, only to find out that her water bottle wasn't in her bag. She looked up ahead at Vinyl and discovered that she had stolen it and had already drank almost all of it.

_Throw in a celebrity and even your supposed friend ignores you, _Octavia thought resentfully. She knew Vinyl wouldn't purposely steal her water and drink almost all of it. It was because the unicorn was so caught up in Black Thunder to even care about her true friend.

_And after all I've done for her..._

Octavia mentally slapped herself. What was she thinking? Why was she being so hateful for one little mistake that Vinyl had made? Not even she, an incredibly deep thinker, would dwell over such a small mishap.

_What's wrong with me?_

They continued to ascend the mountain, Octavia now completely pushing any hateful thought away. However, it was strangely difficult. It seemed as though the resentful thoughts were trying to push their way into Octavia's mind. No matter how hard she tried, she thought of other reasons to hate her only friend who had been there in her most confusing hour.

These thoughts weren't hers.

* * *

A couple hours had passed before they finally reached the peak of the mountain. Octavia's legs were about to give out from the climb until the ascension leveled out. Upon reaching the peak, the ponies gasped, seeing the miles and miles of Equestria's land; the forests, other mountains, plains, and even a desert off to the west. Vinyl stood next to Octavia, taking in the sights.

"This is amazing," Breathed Vinyl with pure awe, "Hey Thunder! Is that Butterfly Grove down there?" She pointed to a small forest at the foot of the mountain. Both mares could see a large amount of activity in the forest, most likely to be animals.

The large gray stallion approached the two mares, looking to where Vinyl was pointing, "Why yes it is. You can tell by all the wildlife."

"What about that desert over there?" Vinyl asked, now pointing to the sandy, barren landscape.

"Dead Mare's Desert," Thunder answered, "If you keep walking west, you'll end up in Applejack's land, Orchards of Honesty. You'll know by all the apple trees."

"In a desert?"

"It's protected by its Gear. That's how the apple trees are capable of growing in a desert."

Vinyl pointed to a dreary, completely gray mountain to the east, "And what about there?"

Thunder bit his lower lip, "That's Spectrum Mountain, Rainbow Dash's domain."

Vinyl's ears laid flat against her skull, "Oh. Is it gray because of-?"

"Yes. Because Whooves stole the Gear of Loyalty, Spectrum Mountain has fallen into chaos, darkness, and confusion. It's usually very colorful and quite a sight to see, though."

It was actually quite heartbreaking to see the gray mountain in the colorful land. Even the sky around the mountain seemed gray and confusing.

"Imagine if Whooves gets his hooves on the other Gears," Thunder said with heavy sadness, "This beautiful land will be dark and barren. Dangerous villains who have been banished in the past could possibly return also."

"Like who?" Questioned Vinyl.

Thunder shook his head, "I'd rather not dwell on that. Let's just say, monsters who make Queen Chrysalis and the changelings look like amateurs."

Vinyl and Octavia exchanged surprised glances. If there were monsters out there that made Chrysalis look pathetic, the two certainly didn't want to meet them.

Thunder glanced up at the sun, "Evening is approaching. We need to keep moving in order to set up camp in the Grove."

Vinyl groaned, "Now we have to go down?"

Thunder shot an intimadating glare at the unicorn, "Yes, my dear. But going down is easier than going up."

"Yeah!" Lyra agreed, speaking up after being silent for so long, "Don't be such a negative Nancy, Vinyl Scratch!"

"I'm not!" Vinyl objected, "It's my legs that are negative!"

"I don't mean to butt in," Octavia spoke up, "But... Negative Legs?"

A couple snickers and chuckles came from the Guild members. Even the super-serious Black Thunder laughed a little. Vinyl however, was unamused as she pulled her spikey blue mane over her eyes.

The expedition continued on, beginning their descent down the mountain. Not surprisingly, it was much easier to go down than up, causing Vinyl to become even more embarrassed by her complaint. It only took about an hour to reach the foot of the mountain, right at the edge of Butterfly Grove.

The name was fitting, for multicolored butterflies fluttered among the bushes and trees. Flowers of many hues bloomed in places that wouldn't normally be possible for normal flowers. Small animals could be seen moving among the bushes, wary of the newcomers.

"This place is gorgeous," Vinyl stated, "I could stay here!"

Octavia heard Thunder mutter something inaudible, but definitely resentful, under his breath. Her suspicions rose again.

"Do we camp here?" Lyra questioned.

Thunder nodded to the mint-green unicorn, "Yes. The animals won't attack us if we stay on the edge of the forest."

"Attack?" Questioned an unsure Minuette.

"Fluttershy's animals are hostile to ponies who they don't recognize or don't trust." Thunder replied. He rubbed his left foreleg, as if there was a fresh wound on it, "I learned that the hard way."

With severe wariness of the forest edge, the expedition set up their tents. Lucky gathered the firewood while Minuette gathered up rocks to make the fire and Octavia were having difficulties pitching their tent. In fact, Vinyl had gotten tangled up in the ropes and had a stake caught in her mane.

"You guys need help?" Asked Derpy as she trotted up.

"Apparently so." Octavia replied, though she wasn't sure how Derpy could help with her clumsy nature.

"Hang on." The gray pegasus said, trotting over to Vinyl. She had the unicorn untangled in the blink of an eye. As quickly as possible, she pitched the tent in speeds that were superhuman fast. Vinyl and Octavia's mouths hung open, seeing that the not-so-impressive pegasus had put up the tent in less than five seconds.

"Ta-daaaa!" Cheered Derpy, showing off her achievement, "I used to go camping with my family all the time. I was always the fastest at putting up a tent!"

"That explains it." Said Vinyl.

By the time the sun was completely below the horizon, the tents had been pitched and the fire was going strongly. The expedition had gathered around the fire pit for dinner; roasted apples and marshmallows. Lyra suggested that Black Thunder should tell more of his stories, which he gladly did.

Octavia, once again zoned out, for she didn't find Thunder's stories very interesting. Instead she focused on the forest, which still seemed colorful even after dark. Then something peculiar caught her eye. There was a small, white rabbit sitting at the edge of the forest, completely fearless towards the large group of ponies. It appeared to be waving her over, as if to say _Get over here!_ What was even more peculiar was that it seemed frustrated and unamused; Octavia knew rabbits couldn't make facial expression.

_Or at least normal rabbits._

The rabbit jumped up and down, giving signals as to come over. Seeing that it desperately wanted her, Octavia gently elbowed Vinyl Scratch in the side.

"I think I'm going to hit the hay early." She said.

"'kay!" The unicorn replied, patting the mare on the back, "Sweet dreams, 'Tavia!"

Octavia quietly left the circle, pretending to go to her tent. At the last moment though, she took a detour and headed towards the rabbit who was still waiting for her.

_"Can you be any slower?"_ A surprisingly strong male voice echoed in Octavia's head. The mare froze, immediately drawing her cello bow and turning her back to the rabbit.

"W-who said that?" She questioned the darkness.

_"Behind you, moron."_ The voice said again. Octavia turned, looking down at the rabbit.

"You... You can talk?"

The rabbit rolled his eyes. The voice spoke again, but the rabbit's lips didn't move, _"Technically no. My buddy Fluttershy gave us animals the ability to think to you ponies whenever we're in her domain. Duh."_

"That's... Cool?"

_"Not really, considering I can't say my true answers to your stupid questions without censorship,"_ The rabbit said, _"Anyway, name's Angel Bunny. I hate the name, but it's what Fluttershy calls me. Octavia, right?"_

"Yeah. How'd you know?"

_"I've been spying on your camp, obviously," _Angel replied, crossing his little arms in front of his chest, _"I've been waiting to get a chance to talk to you. I know all about your quest to stop Whooves and save Equestria, blah blah blah. Look, it's really difficult to get to Compassion Forest through Butterfly Grove. It's practical impossible, really. I'm here to help you of course."_

Octavia scrunched her nose, "Why me?"

Angel rolled his eyes again, _"Because I know a good pony when I see one. You've got a good heart, I know that. Not like that Black Thunder guy."_

"What's wrong with him?" Octavia asked, curious as to what the rabbit thought of him.

Angel gagged, _"The guy smells! I don't why the 'greatest solo rescuer in all of Equestria' would reek of pure evil! It's like... Like he spends his day rolling around in dead villains or something! I can smell him from here even!"_

Octavia cocked an eyebrow, "Angel, who is he really?"

_"How should I know? I just know the guy smells horrible."_

That was a huge warning sign to Octavia. Animals could indeed sense who was good and who was bad. If Angel did smell what Black Thunder truly was...

"Well, how do we get to Compassion Forest?" She asked.

_"Follow me."_ Angel replied, hopping further into the woods. Octavia hesitated, causing Angel to turn around and begin tapping his hind foot.

"My friend might think something happened to me." She stated.

_"Bring her with you then!"_ The rabbit said, showing obvious impatience.

With heavy confusion, Octavia trotted close to the camp site, but not close enough for them to see her. She threw a small stick at Vinyl's back, getting her attention. The unicorn turned, and Octavia took this chance to wave the unicorn over. Vinyl quickly excused herself and trotted over to the mare and the rabbit.

"What's wrong?" She questioned, "I thought you were going to bed."

"I was, but Angel here tells me that it's difficult to find the Compassion Forest," Octavia explained, gesturing to the rabbit, "And for a heads up, he can talk."

"He can what?" Vinyl asked.

_"I can talk, dunderhead."_ Angel corrected with a scowl.

Vinyl's mouth dropped open, "Okay... I'm just not going to ask..."

_"Alright, let's go."_ Angel insisted, hopping off into the forest. Vinyl and Octavia had no choice but to follow him and galloped deeper into the woods.

As they went, thick fog began to set in, making it difficult for the two mares to see the rabbit. Somehow, the trees and bushes moved aside for them, as if they wanted them to pass through. Either that, or Angel had some mystical power that he wasn't letting them on to. Animals in the trees chattered, chirped, and barked at them. Octavia could make out some of them saying: _"Those ponies must be trustworthy!"_, or, _"Angel's leading them to the Compassion Forest! That's a huge honor!"_

They continued on for about a half of a mile before Angel forced them to stop. They were now standing in a clearing of the forest, where a small stone obelisk sat in the middle. The fog was so thick, it was almost impossible to see anything now.

"What now?" Questioned Vinyl.

A snicker came from the rabbit, _"Sorry. I'm not allowed to help you here. Ponies have to figure it out for themselves."_

"Well we certainly can't go any further," Octavia stated, "It's too foggy. We'll get lost easily."

_"There's a puzzle here,"_ Angel explained, _"Well technically it's not a puzzle, but you have to figure it out if you wanna keep going."_

Vinyl scowled, "You brought us all the way out here to solve a puzzle?"

_"No. I brought you all the way out here to meet Fluttershy. But you'll prove your worth if you can solve the puzzle."_

Vinyl and Octavia exchanged confused glances.

"There's just that stone thing right there," Said Vinyl, "Is that the puzzle?"

_"Maybe,"_ Angel replied, _"I'm not going to say anything."_

The Musical Mares slowly trotted over to the small stone obelisk. For a few minutes, they examined and felt it. Nothing peculiar or strange was found.

"It's just a rock!" Cried Vinyl, "How the heck are we supposed to solve it if it's just a rock?!" She blew a piece of her mane out of her eyes, "This is stupid. I'm heading back to the camp."

Just as Vinyl was about to walk away, Octavia pressed something, causing the stone to click. The earth around them shook only one time before the fog was suddenly lifted. The entrance to Compassion Forest could clearly be seen now; two trees formed an arch into an even more colorful and lively part of the forest.

Vinyl hesitated, "Uh... Way to go Octavia?"

_"Hey! You actually figured it out!"_ Angel said sarcastically,_ "But I can't go any further than this. It's my duty to protect this place. I can't let your buddies back there pass; especially Smack Blunder."_

"Black Thunder," Vinyl corrected, "And why not? Black Thunder's the greatest solo-"

_"Pure lies,"_ Angel snarled, _"If only you could smell the truth. Now go! I doubt Fluttershy's going to wait forever, because Princess Molestia knows I wouldn't!"_

"Celestia." Vinyl corrected again.

_"Whatever! I can't keep your stupid pony names straight!"_

The two mares exchanged glances again before heading through the archway into Compassion Forest.


	11. Stolen Kindness

As soon as they set foot in Compassion Forest, Vinyl and Octavia experienced an amazing feeling of pure peace. In fact, Vinyl even admitted she felt like helping all the old ladies in the world across the street. It was as if they had suddenly been filled with all the kindness in the world.

"This place is amazing," Vinyl breathed, "I can't imagine it like Spectrum Mountain, all gray and dreary and dark. We gotta stop that jerk face."

Octavia nodded solemnly, "I agree."

Vinyl paused, "Why did Angel object to Black Thunder coming?"

Octavia looked at the ground, "I don't know. But he told me that he smelled pure evil and that he couldn't allow him into the forest."

"Impossible!" Vinyl growled, "Black Thunder is the greatest solo rescuer-!"

"Vinyl, I really don't want to hear about it anymore. I've grown sick of this whole 'greatest solo rescuer thing'."

Vinyl looked hurt, "Octavia, you can't possibly agree with that stupid rodent!"

"Maybe I do!" Octavia snapped, "I haven't trusted him since the day he arrived! I don't know, there's just... Something about him that gets to me."

"He can't be pure evil," Vinyl argued, "Or else he wouldn't be doing all those heroic things. Angel must be smelling wrong."

"Let's stop talking about it," Octavia insisted, "Instead, let's focus on getting to the Kindness Gear before Whooves does."

Vinyl dropped her gaze away from the brown mare, obviously very frustrated. The unicorn couldn't believe that Octavia would diss Black Thunder. The thought made Vinyl almost want to punch Octavia in the gut, but because of the strange kindness that the forest radiated, she decided against it.

"Look, all I'm saying is that maybe... Maybe we should just not be very trusting of him for the time being." Octavia spoke up.

Vinyl didn't say anything, ending the conversation completely. They continued on. Octavia would occasionally hear the rustle of leaves due to fleeing animals, but the forest was surprisingly quiet. Vinyl had found a pebble and wouldn't quit kicking it around. There was a tense feeling in the air between them, making Octavia feel severely awkward. Luckily, it seemed to die down as they walked on, most likely due to the magic in the forest.

"Octavia?" Vinyl questioned, breaking the silence.

Octavia didn't answer, but simply looked at the unicorn.

"What do you think Black Thunder meant by worse monsters than Chrysalis? I don't think you can get much worse than that."

Octavia looked down, "There's a lot of horrible creatures in Equestria. I don't know all their names, but there are."

"Shouldn't the Harmony Gears protect us though?"

"They can't if Whooves keeps stealing them."

"So would that mean all those horrible creatures that the Gears hold back... Could really come back again?"

Octavia's ears lowered, "Possibly. Let's just hope we never have to come face to face with them."

"If we do become a legendary rescue team, we might not have a choice."

"Vinyl, unless we save the world from certain destruction, we'll never be a legendary team."

"Don't speak too soon. If we can stop Whooves, we might become legendary. After all, the Gears are Equestria's major protection."

Octavia didn't reply, wanting to end the conversation. As they walked on, the forest begin to thin out into a huge clearing. This part of the forest was possibly the most beautiful of it all. The evergreen trees formed probably the largest circular clearing that the two mares had ever seen. A crystal clear lake sat in the middle, and something was glowing green underneath it, seeming to make the trees and grass even greener. Beautiful flowers of all kinds bloomed at random as butterflies and bees floated and buzzed around them. Birds tweeted in the trees, despite the nighttime hours, and small animals scurried in the bushes around the clearing.

"Whoa," Vinyl breathed, "Even more beautiful than the other parts of the forest!"

For a moment, Octavia forgot everything that had been bothering her; Black Thunder, Whooves, everything. The area was just that gorgeous and filled with kindness to make the stressed mare forget everything. In fact, she felt like staying here forever, napping among the flowers and , an unfamiliar voice interrupted her peaceful thoughts, reminded her of her mission.

"H-hello."

* * *

Black Thunder quietly padded around the campsite after everyone had gone to bed. He acted as a sentry, keeping a watch out for anything unusual or dangerous. The stallion walked the perimeter, scanning the forest with his bright green eyes before coming to the Musical Mare's tent. Thunder knew it was rude, but he peeked through the mesh door of the mare's tent, just to see if they were sleeping well.

Their sleeping bags were completely untouched. Neither Vinyl nor Octavia were to be seen.

Thunder began to panic until he saw two pairs of hoofprints leading away from the tent and into the woods. His panic turned to fury as he began to quickly follow the prints.

"Those accursed Guardians..." He snarled under his breath.

* * *

Angel paced nervously at the stone obelisk, thinking things that wouldn't have earned him a spanking if he said them outloud.

"I don't get paid enough to do this job," He muttered, "Good gosh, if I have to keep this guy out of Compassion Forest, we're going to be in so much trouble."

Just then, Angel turned, discovering the same gray stallion that he had just been talking about galloping towards him. The stallion was about to effortlessly run past the rodent, but Angel stepped in his way.

"A-hem," The rabbit growled, "Where do you think you're going, Smack Blunder?"

Thunder wasn't surprised that the rabbit could talk. He was however, a little irritated that the rodent wouldn't let him pass.

"My friends went in there," He stated, "I must go after them."

Angel laughed, "You're funny! If you think I'm going to let you -a guy who smells like Death itself- pass, you must be crazy!"

This made Thunder slightly worried, "Don't you dare..."

"Yeah dude, I know you're not who you say you are. I ought to bring you to Fluttershy, but she'll only punish you with a sixteen minute time out. Me and my buddies however..."

The sounds of rustling bushes and growling animals began to echo through the surrounding area. Thunder saw maybe one hundred angry, beady eyes staring out of the bushes at him.

"We don't believe in light punishment," Angel said with a smirk, "Get 'em, boys!"

* * *

Standing before Octavia and Vinyl was a delicately beautiful Alicorn with a daffodil-colored coat and a silky light pink mane. Her wing were currently pulled in and her horn could barely be seen above her long mane. She had deep, sea-green eyes that were filled with kindness and a golden necklace encrusted with three butterflies. Her cutie mark was of the same butterflies.

"Fluttershy." Vinyl said with heavy maturity. She bowed her head out of respect, forcing Octavia to do the same, "It's an honor to meet you for the first time."

The yellow Alicorn didn't say anything for a few seconds, "Oh... Um... I'm not used to having company. I'm sorry this place is such a big mess..."

"Mess?" Vinyl questioned, "Fluttershy, this place is beautiful! The other Guardians should be jealous of you!"

Fluttershy giggled a little, "Thank you. You're here because of Whooves, aren't you?"

The two Musical Mares exchanged glances.

"Yes," Vinyl answered, "We wanted to help you fend him off. He's supposed to strike here next."

Fluttershy still refused to look at them, "Oh... Thank you. I don't know if I could protect the Gear from that meanie by myself. You are a really big help. You're Vinyl Scratch and Octavia, right?"

"That's us!" Replied Vinyl with a smug smile.

"Well, you know it probably wouldn't have been such a big problem if my animals didn't desert me," Fluttershy said, derailing the subject, "I've tried calling them, but they won't respond. They might have found Whooves already and have gone to attack him."

Vinyl and Octavia stepped towards the edge of the lake to get a closer view of the Kindness Gear. Right in the middle of the lake was the source of the green glow; a gear-shaped relic that seemed to fuel the surroundings with power.

"That's the Kindness Gear," Fluttershy explained, "Without it, the forest here would die and fall into darkness. It, and the other five Gears keep Equestria in order and protect it."

"And Whooves wants to ruin it." Vinyl stated blankly.

Fluttershy's ears lowered submissively, "Unfortunately."

However, their conversation was interrupted when something rustled in the bushes, causing all three mares to tense. A stallion approached slowly out of the shadows, causing Octavia's heart skipped a beat. He looked just as he did in Thunder's picture of him. Light brown coat, dark brown mane, light blue eyes, and an hourglass marking his flank. No doubt about it, it was Whooves.

Fluttershy stepped foward in front of the Musical Mares, spreading her wings to protect them.

"If you think you're going to take the Kindness Gear, you've got another thing coming, mister!" Fluttershy snarled, surprising the Musical Mares with her sudden mood swing.

Whooves stared straight through Fluttershy and right at Octavia, making the mare's blood run cold. But for some reason, he wasn't glowering at her; the stare was more pitying than resentful.

"I'm sorry." He said in what sounded like a Trottingham accent. He lunged at Fluttershy, completely surprising her. With one might blow to the head, he already had the Alicorn out cold, lying on the forest floor.

Octavia and Vinyl went on defense, the brown mare drawing her cello bow and the white mare expanding her bass cannon. Whooves wasn't scared though, for he simply took out a strange, futuristic gadget that he pointed at both mare's objects, causing Vinyl's bass cannon to malfunction and Octavia's bow to break in half, leaving them defenseless. The stallion simply pushed past them, jumping into the lake and swimming towards the Kindness Gear, now completely unprotected.

"No!" Cried Vinyl. Immediately, the green glow from the lake flickered once before cutting out completely. That was when its absence began to affect the surrounding forest. From the very bottom of the lake came a wave of gray that washed over the land with a cold wind. The trees lost their leaves and the birds flew away, no longer singing their happy songs. The grass died and the land became cold and dark. The magical feeling of kindness was completely wiped away, leaving nothing but fear.

"No! No no no!" Screamed Vinyl, now shivering from the cold, "We didn't stop him! Heck, we didn't even slow him down!"

Octavia looked around the gray landscape. She couldn't believe that the once beautiful Compassion Forest was now lifeless and cold, filled with darkness and confusion. Anger boiled inside of her, realizing that Whooves meant to take away such a gorgeous and peaceful place. _I'm sorry. _Octavia repeated his words in her head, over and over again. He wasn't sorry in the least. Vinyl was right. This guy was a cold-hearted criminal.

"Fluttershy!" Cried Vinyl, running over to the knocked out pegasus. She felt her head, which had a small gash where Whooves had hit her, "Octavia! I think she might be hurt really bad! We need to get her to somepony!"

Octavia however, stayed perfectly calm and took out something in her bag; a small, golden seed that seemed to make the area slightly brighter. Gently, she put it in Fluttershy's mouth and helped her chew it. The Alicorn's eyes immediately shot open as the gash on her forehead quickly disappeared.

"Wha... What happened?"

"Whooves," Vinyl explained with a scowl, "He got the Gear."

* * *

"GET OFF OF ME!" Thunder's deep voice screamed through the forest. Animals of all kinds had dog-piled on top of the stallion, forcing him to stay in one spot.

"Keep 'em down!" Angel ordered, as if he was the commander of some big army, "We ain't letting smelly dude in!"

However, the attack was cut short as all the animals suddenly fled, freeing Thunder. The land was suddenly bathed in gray, accompanied by a freezing-cold wind.

"Hey!" Objected a now helpless Angel, "What gives? What's with the freaky landscape change?"

Black Thunder stood slowly, covered in scratches and animal bites. He would have gone ahead and crushed the rodent under his large hooves, but that was when Octavia and Vinyl appeared from the entrance of the Compassion Forest. Fluttershy accompanied them, her facial expression solemn and slightly scared.

"Thank goodness!" The gray stallion cried, running up to the three, "I thought something had happened to you!"

Out of resentment, Angel blew a raspberry behind Thunder's back. "Whooves got the Gear," Vinyl explained, "And hurt Fluttershy in the process."

Octavia suddenly noticed all of Thunder's wounds, "What happened to you?"

Thunder looked down at his scratched up body, "Animals. Apparently, they despise me."

"Why ever would they despise you?" Fluttershy questioned, looking truly sorry, "They only attack those with bad intentions. I know you don't have those, Black Thunder!"

"Thank you, my dear," Thunder replied, "But I see this expedition was in vain. Our quest to stop Whooves has failed this time."

"So?" Vinyl challenged, "There's still three more Gears left. We just have to figure out where Whooves is going to strike next so we can be there to stop him."

"I can warn the others," Fluttershy suggested, "He might go to Applejack's because it's the location of the next closest Gear."

"It's a possibility," Thunder said, "In that case, we must start traveling towards Dead Mare's Desert instead. Fly to Applejack's and warm her ahead of time. You and the other two Guardians who have lost their Gears may stay at the Guild for the time being."

Fluttershy nodded, "Thank you." She then took flight into the now fading night sky.

"Dead Mare's Desert?" Vinyl questioned with sarcasm, "Sounds fun. We better pack some water though."

* * *

Upon returning to the campsite, the other Guild members were just waking up, discovering that the once rich and beautiful landscape was now gray and hideous. Seeing Thunder return, Lyra ran up to the stallion, a panicky look on her face.

"Are we too late?"

Thunder looked down, "Unfortunately, Whooves has already taken the Gear of Kindness."

The other Guild members gasped.

"And I believe his next target is the Gear of Honesty," He continued, "We must get to the Orchards of Honesty before he does."

"I hate to interject here," Bonbon began, "But we only planned for a one day trip. We can't travel all the way to Dead Mare's, because we have no supplies to do so."

"Bonbon's right," Lyra agreed, "We have to return to the Guild. We'll send out a smaller search party later today."

Thunder seemed reluctant, but he eventually nodded. The expedition took this as a sign to return to the Guild.

* * *

**I apologize for this being so short. I also apologize that Fluttershy is severely OOC. For some reason, she's not very fun to write, and therefore, is an annoying chore when it comes to writing (sorry Fluttershy fans). Anyway, please review if you want the to continue writing!**


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